Menu

The Memoirs

Smallville fanfic by Kel and Diana

Chapter 290: Alexis Luthor, At Your Service

Clark was having a primo shitty day. He wished like hell that he'd never rolled out of the bed that morning--for one, Lex was angry with him, Lionel was upset, Dominic was acting a fool, and he? He was just tired. Tired, dammit, tired. He hadn't fought with Lex for some time, and here they were. Again. Fighting. AGAIN.

It was deeply upsetting, and he frowned, deeply, at his laptop.

"What's the frown for, man?"

Whitney had just gotten off work, and he was tired. For some reason, he'd thought that when he'd graduated high school, things were going to be a little easier.

No, they were harder.

He was justthisclose to telling Graham to take the entire fucking store and shove it where the sun didn't shine, because there was so MUCH he didn't know. And in learning it? He was able to see just what a colossal mess he'd made out of the store.

But, it was slowly pulling out of the hole, and he put that stuff out of his mind as he leaned tiredly against the door. He'd taken just enough time to change on the way over, dark slacks and a light shirt, a dark blazer that was draped over his arm because it was just too hot to wear a fucking jacket, but when Lex was involved? He'd learned to lug one everywhere.

Clark glanced up, and scowled through the dark glasses on his nose. "What are you doing here? We weren't expecting you for another hou--" No. He was on time. Clark was the one who'd let time get away from him. He sighed, deeply, and rubbed the bridge of his nose. "I'm sorry. Come here."

Whitney blinked. "You got glasses. It looks good." He came around the desk and pushed Clark back from it, straddling his lap and nuzzling his neck. "Hey. Working hard?"

When Whitney climbed up over his lap Clark felt some of the tension dissolve, helping the gangly limbs up onto his lap. He hugged Whitney close, setting his head over the beating heart as he sighed. "You could say that. I missed you today. How was work?"

"I missed you." He stroked his hands gently through Clark's hair. "Work... was long, and hard, and I hate it, but I will persevere."

Yes, you will." He smiled up at his sha'nauch, because he was just so damn sweet. He kissed his slightly rough chin gently, and stroked up and down a long, lean back. "You smell nice."

He rubbed a stubbly cheek against Clark's. "You smell good too. Very... tired, though. What's wrong? Tough story?"

"Tough lover," Clark said with a little smile, kissing Whitney's neck again, then his cheek, and finally his lips, softly, situating him against his groin more comfortably. "Perry likes me since the article with Lionel was a success. He keeps making noises about making me a reporter, you know."

Whitney wiggled against Clark's groin and gave a little grin. "Perry likes you period. And, you should be a reporter, Clark. You've got the talent." He raised a finger, and tapped the corner of Clark's rims. "You've got the look for it now. Let him do what he wants, and if it turns out you don't like it, you can tell him to fuck off."

He smiled up at his ashimel and carefully carded his fingers through warm blond hair. "Are you and Chloe spending the night tonight?"

"Unless you've got plans that require us to be elsewhere, we were thinkin' about it, yeah." He wiggled again meaningfully. "If you and Lex are fighting and want us to go, we'll leave. But yeah... we have every intention of staying."

"That's the best thing I've heard all day." He smiled up at Whitney and kissed his lower lip, gently, very gently. "We're just having a little tizzy. I know he won't talk to me... I'm gonna find him as soon as I'm done writing this."

Whitney returned the kisses softly, and nuzzled back against Clark's cheek. "He's a stubborn bastard; want me to go talk to him?"

"No. I will." He answered both words and nuzzle, gently licking softly scented skin that made him sigh softly. "I want you so much, ashimel."

Whitney gave a little purr. "I want you, Clark. I've missed you; we haven't been together for ages."

"Almost two months," He said, softly, and licked his ashimel's skin again, eyes closing against the drugged feeling that gave him. "Will Chloe be okay for it?"

Whitney nodded. "She will be; she wants it too, as much as I do. She misses you; she misses Lex."

"We'll be careful... she's only like eight weeks from labor, yes?"

Whitney nodded. "Yes, she is, and the doctor's told us that sex is a good way to induce labor if she goes too far over the due date, so we have to be careful."

"Careful. Check." Clark smiled at him, gently, and licked his lower lip ever so carefully, as one hand braced against Whitney's hips, and the other came up to gently stroke Whitney's nipple through his shirt. "Before we fought, I strung Lex up. He's... ah... wearing some things that in about an hour are going to start driving him crazy."

"You... I can't believe he let you do that," he snickered, giving a breathy little moan.

"Pantyhose," Clark agreed, smiling at Whitney's moan and stroking the little nub under his fingers, again. "Frilly purple thong. Anal beads." Because it amused him, he leaned in and kissed the little nipple. "Maybe, Whitney... we could cancel dinner, order pizza, and have sex until tomorrow. What do you think?"

Whitney thought for a moment, arching into the little kiss and he slid his fingers through Clark's hair. "I think I could settle for pizza," he teased with a grin, kissing Clark's temple.

His lips twitched, and he kissed the underneath of Whitney's chin before nodding. "Stay with me a bit... let me finish what I'm working on, and then we'll go find Lex."

"I don't have anything else to do," Whitney agreed, settling back in Clark's lap.

"Can't think with you on my groin, ashimel," Clark growled, snagging Whitney's ear lobe to give it a nibble.

"Why not?" Whitney asked, grinding down.

Clark gasped, loudly, and held Whitney's hips tightly when he ground down on top of him. His eyes rolled back and clenched tightly, lips pursed firmly, as he struggled to swallow his heart back down into his throat. "B-because. I can't think when my cock is hard."

"Thinking is overrated," Whitney pointed out, sliding his mouth down the strong column of Clark's throat, sucking lightly at the base.

"Overrated," Clark murmured, purring softly as that talented mouth came over his, and finally groaned, softly. "Whitney? Go upstairs, third floor, the room we used last time. I'll be up with Chloe and Lex in ten minutes. Order pizza, okay? Lots of pizza."

"Lots of pizza, same room as last time, Chloe and Lex in ten minutes. Check." He nibbled along Clark's lip, sucking it between his teeth, pulling back and letting it slide out carefully before licking the tip of Clark's nose.

Clark's fingers, with a mind of their own, scraped down the long back and grasped a firm, tight backside, squeezing it hard before pressing it in close to his crotch. "Be good, or I may have to truss you up like Lex," Clark growled his warning, lapping over his ashimel's throat, and punctuating the words with a firm thrust.

Whitney moaned, arching into Clark and rubbing against his chest. "Promise?" Whitney choked out, his hands gripping Clark's shoulders with hard fingers.

"You can bet on it," Clark snarled, as he licked again before pushing Whitney off his lap the same moment he himself stood. "Go. Ten minutes."

Whitney balanced himself on the edge of the desk, then turned and rubbed his ass against Clark's groin. "I'm going, lots of pizza, ten minutes."

Clark growled, gave that ass a firm pop, and rubbed the smack in before turning on his heel and leaving. He walked back up the steps, quietly and firmly, a man on a mission. He knocked, quietly, on the door of the room Lex was in, and waited for his lover to speak as he swallowed and grit his teeth.

"Come in," Lex called, not looking up. "Just leave the juice on the corner of the desk, thanks."

Clark frowned, tightly, biting the edge of his lip as he opened the door and looked across at his lover. "It's me."

"Clark." Lex closed his computer and took his feet down from the edge of the desk, and turned to meet his lover's eyes.

"I'm sorry. For what I said, about... about you." Clark said, softly, shuffling his feet and unable to meet his eyes.

Lex didn't say anything for a long moment. "For the longest time, I thought that your birthday was in May. Then when I learned you were adopted, I thought that it might have been the day that the papers were signed, finished, and you were officially the Kents' son. I didn't know, until earlier this year, that your birthday was actually in January."

Clark shifted, biting his lip, tightly. "Neither did I. I only found out...when I could look in our link. I didn't know," he said softly, biting his lower lip firmly as he was under Lex's scrutiny. "I didn't mean to be ungrateful... I didn't mean to get upset. I just wish you'd told me, but I respect your decisions."

"I can't imagine not knowing when your birthday is," Lex continued calmly. "To know when it is and ignore it, that's one thing. But to not know when it is, that's something that's entirely different, because it's something vital that humans, at least, make such a huge deal over, and to know that you don't have that is something that I cannot conceive of. However, I do understand how you are angry at me for not sharing it, and how ungrateful I have to sound to you."

"No… its not like that." Clark said, quietly. "Its not. Some of it, but that's not why I was angry. I just thought… you loved me enough to share something like when your birthday is. I wouldn't have made a big deal about it, or told anyone, if you didn't want me to. It just made me realize how much of you I don't know, and how much I want to know you. I just thank God I have you, and that little by little… you'll tell me. I was just angry, Lex. I'm sorry."

"Clark... I do love you." He sighed. "You and I, we just..." Another sigh as he tried to formulate words. "We have different ideas of what is big and what isn't. It's important to you, and it isn't to me. But I should have respected that. I'm sorry too, Clark."

"I get stupid about stuff sometimes." Clark shuffled his feet again. "I do love you. I'm sorry." He took a step forward...then another, not sure if he would get pushed away.

"You don't get stupid about anything." Lex came around the desk and wrapped his arms around Clark's waist. "We just come from different backgrounds, Clark. We'll find a way to find a happy medium."

When Lex wrapped his arms around him Clark just beamed, hugging him tightly, closely, hugging him hard. "Yeah. We will. Friends?"

"Aushna'."

"Aushna'." Clark whispered back, beaming even more as he lifted Lex's chin up and gently, gently, pressed his lips to Lex's.

Lex returned the soft kiss with enthusiasm, licking along the outer edge of Clark's smile.

"Lex? Erm...if I did something... would you be mad?" Clark asked, catching the playful tongue and kissing it gently, as he stroked Lex's hips.

"No, I wouldn't be," Lex answered. "Unless you told me that you were going to... burn down the world."

"Don't know about that, but... Whitney's waiting for us upstairs. He... he's ordering pizza. And… waiting for you, me, and Chloe." Clark cleared his throat again and shifted his weight from foot to foot.

"And why would I be mad?" Lex asked, watching his lover shift adorably.

"Because. I just didn't want you to be?" Clark squeaked, eyes wide as he watched Lex's amused expression.

He shifted again, and once more, before nodnodnodding. "We need condoms. And toys. And Chloe. You get stuff, I get ashikana. Okay?"

"Mmm. And I would be mad over... the pizza? The night of sex with our sha'nauch?" Lex nodded at Clark's orders. "She's napping in the library upstairs; I'll stay down here until the pizza arrives, but if Whitney orders more than ten, I'll have to have help carrying them."

"Okay." Clark beamed, heat firing up in his cheeks. "You'll get everything we need? Though the condoms are kind of a waste... and there's lube upstairs, right? We just need some dildos, and... and... some nipple clamps..." More shifting, side to side. "And... alright I'm going." he turned and sped off, blushing fire engine red. He zipped up the stairs to get Chloe, who he found sleeping in the library as Lex had said, and he picked her up, not giving her the chance to do more then squeak as he raced up the steps.

Lex just chuckled softly, and turned off his computer entirely. He checked his money clip, to make sure that he still had money in his pocket, and paid for the stack of fifteen pizzas and four bottles of Pepsi. He balanced them carefully until he got to the dumbwaiter, and put the stack in, sending it up to their floor. He climbed the steps carefully, pausing at the top of the staircase to open the panel in the wall and get their dinner out, then detoured to the bedroom that Bruce had used while he was here, and pulled out from under the bed the little black bag.

It had been packed long ago, when there wasn't a Dick and a Clark in their lives, and he'd never lost the habit of keeping it under Bruce's bed, just because that's where it was always kept. The things in it had never been used, because he'd refilled it after the first time he and Chloe and Clark and Whitney had had sex, and since then, it had sat there undisturbed. He pawed quickly through the contents, going to the closet and opening the little wall panel and refilling the bag with condoms and lube.

He tossed the bag over his shoulder, picked up the pizzas and the drinks, and balanced them carefully against his chest as he wound down the hall, and kicked his bedroom door violently.

Of course, Clark wasn't there. He was up on the third floor in one of the many unused bedrooms that Ms. Bird still kept spot free. He and Whitney had just changed the sheets and blankets when he heard Lex pounding downstairs, and he grinned impishly at his ashimel and tore off down the steps, rounding the curve (nearly sending a vase with flowers flying) and stopped just short of his lover, beam still in place. "We're upstairs. Don't want to disturb my dad, and Dom and Lionel." He took the pizzas from Lex.

"Right," he said dryly. "Has nothing to do with the fact that I've got a portable dungeon hanging off my shoulder." He relinquished the pizza with a great deal of relish, rolling his shoulders once they were free of the burden, and he shifted the drink bottles more comfortably. "Lead on, since you know the way."

"Okay. We just changed the sheets, and got a bunch of towels and stuff." He beamed and led his lover up the secret stair case that everyone knew about, leading his lover to a door on the left hallway, all the way at the end, where any cries would be reasonably hidden. "Whitney, brought food!"

Whitney was at the door in record time, throwing it open with a great flourish. "Thank God. I was about to start chewing the bedposts." He took a handful of pizzas off the top. "I hope I didn't order too many."

Lex rolled his eyes good-naturedly. "I was wondering if you'd ordered enough, though the delivery place I'm sure would have a fit if we ordered fifteen more."

"Nah, good money," Clark answered with a wry grin, smiling at Chloe, who had a faint blush on her cheeks. "Food later? Hungry now."

Lex had put the bottles of Pepsi down on the dresser, and was surveying the room as he toed off the little pseudo-ballet slippers and sat down on the edge of the bed, running his fingers through her hair as he shrugged. "I'm not particular; if you want to eat first, that'll make the waiting... just that much more sweet."

She was still blushing, very prettily, and cleared her throat before glaring at the grin the two other boys traded. She nodded at Lex, looking down at the floor between her toes as she got a little closer to Lex without bringing attention to it. "I brought Men In Black...thought we could watch it while eating." A little grin.

The time for subtle was far gone. Lex hauled her in close, moving further up into the bed and pulling her in between his legs, one knee raised for her to brace against and his arm resting lightly over her shoulder so his fingertips grazed the top of her breast. "I think that sounds like a very good idea," he said, arranging her carefully so they didn't hurt the baby.

Whitney spoke up to agree, but the loud gurgle of his stomach answered for him, and he gave a shy little grin and a shrug.

Chloe almost bit through her lip as she was rearranged, snuggling back into Lex's arms and blushing very, very hotly as she toed off her sneakers again and wriggled tiny, bare toes against the warm comforter.

"We borrowed the sheets and blankets from the hall closet downstairs, Lex. Hope you don't mind," Clark answered, eyebrow raising at the sweet pink on Chloe's cheeks, and grinned at his ashimel as he opened one of the boxes and plopped on the bed. "We chose this one, too, cause there's no foot board. I kept getting whacked last time."

"I don't mind," Lex said. "My house is your house, Clark, you know that. You can even take the footboard off the bed in our bedroom if it gives you that much trouble, because four-posters like this offer... their own benefits."

"Such as?" Clark asked, eyebrow raised as he dug into the first pizza, and ignored his crotch, which was very cheerfully getting into the game. He leaned over, with the bite still in his mouth, and kissed Whitney, sharing it and the flavor of his ashimel's mouth.

"Being tied flat on your back and spread eagle with each extremity tied to an unforgiving wood post anchored in solid rock," Lex said calmly, reaching for one of the pizzas and taking out one of the slices, holding it up in front of Chloe's mouth and feeding her dainty bites.

Whitney almost choked on Clark's kiss as Lex talked, and he very quickly shut his ears as he kissed, nibbling part of the pizza Clark was sharing with him and kissing around the rest of it, sliding his hand down over Clark's thighs, rubbing against his cock as he pulled out the bottle of soda between them and opened it with his eyes closed.

Clark opened his eyes, though, at the twisting going on down underneath them, and grinned as he leaned back to finish chewing his bite as Whitney opened the soda. He sideglanced Lex, eyebrow raised up, and after he swallowed, leaned over to kiss him, then Chloe… then John, gently touching his lips to her belly.

Chloe took a bite of the pizza, though she could hardly eat a thing, and smiled down at Clark before shrugging him away with one bare foot to the belly. "Eat, yo--oh."

He was eating alright. He'd... she watched, half horrified and half aroused, as he began to suck on her toes.

Lex still had the slice of pizza in his hand, and he put it aside, wiping his hands on one of the towels before turning her head towards him, but instead of kissing her lips, Lex started kissing down her throat, then over her shoulder towards her fingers.

Whitney smiled softly, with glee, as Clark pressed a soft kiss to his unborn son's forehead, and he giggled at the thought. Then as Clark started on Chloe's left toes, Whitney leaned over to start on the right, tonguing each little toe, sucking each one carefully before moving to the next.

Clark, delighted to see his aushna' and ashimel occupied, ate the rest of the pizza in about three minutes flat, swallowing at super human speeds as he did. Chloe would have laughed at him, if it weren't so cute and she weren't so desperately aroused. She keened softly in pleasure at her lover, then up at Lex, tipping her head as she brought his free hand to one swollen breast.

Lex worked his way down her arm, nibbling at the inside of her elbow as he moved, and he felt her leading his hand to her breast. He touched gently, reverently, slipping inside her shirt to stroke against smooth, warm flesh. Her nipple was already hard, large in preparation for feeding the baby she was soon to give birth to, and Lex let his hand support the heavy weight as his mouth reached her hand. He kissed and sucked each finger, licking her palm as he did, his own strong fingers gently kneading.

Alright. As Whitney and Lex were busy with her hands and feet, Clark just got down to it. ....Literally. He took a long drink of soda, then some of water, washing out his mouth with it and swallowing, before he looked down. He slithered in between Whitney and Chloe's body, stretching out on his belly, and carefully unbuttoned her shorts, his tongue darting in to taste the damp spot on her panties. He sighed, softly, deeply, at the taste, murmuring in pleasure as he pulled on the short hems slowly, bringing them down until he could cover his mouth over the wet, hidden heat where she was already pulsing with need, and sucked over the cotton before he pushed one side of the crotch of the panties aside and dipped his tongue inside.

Chloe all but screamed, her hips levitating up as she squealed loudly in pleasure. "Clark!" She cried, grasping his hair in a tight handful.

Whitney kept his head down, sliding his mouth off her toes once he'd finished, and he dragged his tongue up her leg, over her hip, then back down to her knee, where he kissed the joint carefully, and then teased the crease with his tongue, trying to mimic the same motions there that Clark was making elsewhere.

Lex meticulously devoured each finger, then when he was done, he kissed the palm and the back. He let go as she jerked away to grab Clark's hair, and Lex used the chance to slide both arms under hers, sliding around her torso to roll both nipples in his fingers, tugging gently as he mouthed kisses on the back of her neck.

Chloe's taste, musky and all her, was a pleasure as he lapped gently and slurped, pleased to be just where he was. He licked, sliding his tongue into her hot, clenching depths before he slipped up to suck softly on her clit, eyes closing to near slits as he did. He murmured in pleasure, swabbing his tongue from her entrance up to her clit, before lifting up. "Good." He purred softly, and reached up around Chloe's head to share the taste with Lex.

Yeah. Well. Chloe's eyes clenched tightly and she squirmed, squealing as Whitney sucked on her knee and the underneath, and then Clark and Lex sharing… oh, GOD. She gasped as she grasped Whitney around the waist with one little leg and pulled him close.

Whitney let himself be moved, and he gave a gentle kiss to his baby as it lay nestled warmly in Chloe's body as he took Clark's place between her legs, licking deeply and nibbling as he held her thighs open with his hands.

Lex gave soft little moans as he tasted Chloe in Clark's mouth, his cock hardening and his ass clenching on the beads that had been inside him all evening. He wanted, at the moment, to shove Whitney out of the way and devour his ashikana alive, but he didn't. Instead, he was gentle with her, stroking and rubbing her nipples gently, kneading her breasts as he shared the hungry kisses with Clark.

Clark purred, licking his lovers own hungry mouth before lowering his mouth to Chloe's breasts. He licked the full heat of them through her shirt, before pulling it up and covering his mouth over one pert, hard, big nipple.

His eyes widened and he jerked back, eyes widening before he leaned over the bed, grabbed one of the towels he'd dumped there, and spit out a mouthful of...

"Oh. My. God."

Chloe burst into tears. Just... burst into tears, her face and cheeks lighting up red as she yanked her shirt back down. "Oh, God! I'm sorry!"

Whitney reacted without thinking, shoving Clark out of the way as he wrapped his arms around Chloe and held her against his chest. "Sssh. Don't cry. Don't. Please, baby." He stroked her hair and he glared darkly at his ashimel.

Lex... was seriously torn between amusement and... well, more amusement. "Chloe... please, it's okay." He held his arms out to her. "Come here." He kept his voice calm. "It happens to pregnant women all the time. Occasionally there's people who even get off on it; obviously Clark's not one of them. It's my fault; if I hadn't been teasing you and kneading earlier, you wouldn't be lactating."

Clark was still sitting there, mouth hanging open, towel still right by his chin with... "Dude. Ew. But hey, Chloe, its okay! I did it too. Of course, it didn't come out of my nipples. Sorry sweetie, no more sucking, but like Lex said, its okay." He grinned, wiped his mouth with the towel, dropped it, and drank some soda before pouncing again and kissing her breasts, muscling his way in beside Whitney, gently kissing the heavy globes and nibbling at the nipples before down around to the heavy sides.

Chloe's chin was still trembling, her face still streaked with tears, but Clark was okay, and Lex was okay, and she just kept sniffling, chin dimpled as she sniffled. "A...are you sure?"

"Yes, I'm sure." Lex nuzzled her throat gently. "Clark did it too; so does every woman. It's all right. Please." He stroked her hair and her cheeks, drying her eyes with her shirt, raising it so that Clark and Whitney could get to her. "Trust me."

"I'm not a woman!" Clark cried in indignation from the hollow of Chloe's hip, and sniffed at him before he looked at Whitney and then came up to nip, sharply, at one protruded nipple. "Will she do it again, Lex?" he asked, eyebrow up as he looked at his lover, and licked across the hard pebble.

Lex nodded. "More than likely, yes" he said, and licked at her throat. "There's nothing you can do to stop it, just drink it if it happens again. It won't kill you." He smirked into Chloe's shoulder.

Whitney leaned up and laid his head on her stomach, kissing it softly as he licked up between her breasts.

"But...it's for John! Not me." Clark glared, looking up at Lex as he scraped across the nib with his teeth and had Chloe rocking underneath him. "And she's not even my aushna'. I'll leave that for Whitney," he answered, before sneaking down Whitney's side and beginning to tug his jeans off. His own cock was hardening in interest in his jeans and he grinned into Whitney's side as he tugged at his jeans, his fingers stroking over the hard lump in Whitney's lap.

"She will produce more," Lex pointed out dryly, then slid out from behind Chloe entirely, standing beside the bed as he shimmied out of the slinky purple shirt, and then the slacks.

His cock rose proudly from the bare skin under the garter, belt, the light lavender of the silk matched his skin, and the string from the beads in his ass swayed and thumped against the back of his leg as he crawled, comfortably naked, back into bed and slid back behind Chloe. "There we are. Lean back against me."

Whitney heaved a little groan as Clark's fingers rubbed over him, and he raised his lower body enough so that Clark could peel down his jeans. His cock felt so hard it could burst, and he flinched when it nearly slapped Clark in the face. "Sorry," he hissed out, then licked over Chloe's nipple tentatively, then tugged it into his mouth.

He sucked once, and was rewarded with a little spurt of milk. He swallowed it and then smiled up at his fiancée. "You see? It's okay."

Clark groaned and gave Whitney's cock a kiss, gently, nipping at the tip before he pulled Whitney's jeans down, off, gone. He rose up himself, to his feet, as soon as Lex was back on the bed, and shucked out of the sweater and slacks, setting the black glasses on the dresser and shimmied out of his boxers. Ignored Chloe's gasp, his own face lighting red hot as he climbed up and nipped Whitney's butt cheek.

"What the fuck have you been feeding him?" Chloe demanded behind her at Lex, even as she squirmed back against the panty hose, moaning at the feeling of it against her skin and making her bisexual tendencies run rampant. She purred, rubbing against Lex and moaning softly. But then Whitney sucked, and she winced down at him as he smiled. She blushed, hot as Clark, and squirmed. "It feels good. Not the milk part, but everything el--Eee!"

Clark grinned, broadly, around Whitney's hip, as he teased his fingertip over her clit.

"Everything he can eat," Lex said with a throaty laugh, rubbing the silk and lace against her outer thighs. "Including me." He angled his head over her shoulder, leaning down to kiss her breasts, and he nibbled around the nipple before pulling it into his mouth. He sucked gently, not enough to cause the milk to flow, just enough to let her feel it before letting go and moving over, capturing Whitney's mouth in a kiss.

Whitney's eyes had grown huge as Lex revealed what he was wearing under the clothes, had been wearing with no clue of it, and he accepted the kiss eagerly, one hand sliding down to Clark's head and gripping his hair tightly as the other balanced against Lex's shoulder as he sucked and bit at the tongue Lex offered him.

Clark moaned very softly and sucked firmly on Whitney's skin before he turned, laying his the back of his head on Chloe's thigh and tugging Whitney's treat so he could suck on his cock. He wrapped his mouth wetly around the hard organ and started to bob his head firmly, tongue lashing across the hot skin as he planted his feet on the bed and lapped like it was a tasty treat.

Chloe groaned, softly, over what was happening on her lap, and she squirmed back against Lex, looking over her shoulder flirtatiously. She licked over the corner of Whitney and Lex's kiss before rubbing her backside back against Lex's hard cock.

Clark, finding himself displeased with what they were doing, looked up and pulled off of Whitney's cock as he climbed to his feet. "Lex, you were in trouble. Remember? I'll be back. Whitney, Chloe, you don't mind a little gender bending, do you?"

"Was I in trouble?" Lex asked sweetly, letting his fingers stroke through Whitney's hair as he licked Chloe. "I think we can... find something to amuse ourselves until you get back.

Whitney just shook his head with wide eyes. "N--no, no, I don't mind." He met Lex's mouth again, taking another kiss as he nibbled the scarred lip.

Lex's hand slid down to Chloe's hip, pressing her down against his cock. "We'll be waiting for you, Clark."

"You're in trouble." Clark said again, and tugged one of the extra sheets he and Whitney had changed from the hamper, wrapping it around himself and going back out of the room and down the stairs. He padded silently to the bedroom he and Lex shared and disappeared into the closet, looking through it before he found it. A purple bra, lacy and velvety, and he picked up the C cup fills. He also retrieved the red wig, and high heels because he wanted it, before he padded back out and silently made his way back up to the bedroom at the end of the deserted third floor. He walked in, shutting the door behind him and dropped the sheet, lifting the bra and the fills. "Stand up, Lex."

Chloe looked up from her half dressed sandwich between Whitney and Lex, and moaned, loudly, when she saw just what Lex was holding. "What...Clark, oh God."

Lex just raised an eyebrow as he slid out from behind Chloe, placing a lingering kiss on the back of her neck as he slinked out of bed and stood up in front of Clark. The first thing he took were the high heels, and he lifted one foot, then the other, placing the black stilettos on his feet and raising his height until he was head to head and nose to nose with Clark.

Clark smirked. He lifted the wig himself, sliding it on over his lovers naked head, and fixed it just so, eyes dancing. He licked up his lovers cheek as he fixed the sleek red hair that tumbled down Lex's back, and handed over the bra with the very heavy cups.

As soon as Clark fixed the wig, Lex tossed his hair over his shoulder, so that it all fell behind him in a cascading red wave. He slid his arms into the cups, fixing the padding correctly, then turning around and lifting his hair out of the way. "Hook me up?" he asked over his shoulder, batting his eyes.

Chloe physically breathed in a hard, shaking breath.

Standing in front of Lex was the most beautiful woman she'd ever seen.

She knew, inherently, it was Lex. But in her mind, and she could feel Clark's gentle tug and grasp of this illusion they were presented with...oh, God. Lex... slender as a model, long, thin legs and long red hair. The panties rose up onto sexy little hips, the panty hose clasped to snug, tight thighs, and her breasts under thin purple velvet lifted and fell with every breath. She was hot. Chloe felt her body flood with heat, thighs going slick as she groaned, deeply. "Oh, my God."

Clark grinned, broadly, as soon as he finished connecting the bra, and stroked his fingers down his lovers hips as he turned Lex to the long floor length mirror by the closet. "Look."

Whitney just moaned. Beautiful, gorgeous woman, flowing hair, full breasts, slender hipped and high waisted, delicate down to her ankles and wrists that had to just... ungh. He almost ripped his cock off squeezing it, eyes all but wired open.

Lex tossed her hair back over her shoulder as she ran her hands down her body. She lifted and weighed her breasts, felt the hair rippling down her back and shoulders, slid her hands down her waist as she smoothed the line of her panty, tucking the lump away just a little better until the front of the thong was smooth, and the back of it slid between her cheeks, rubbing against her filled hole.

"Hello, Alexis." Clark murmured in her ear, smiling as he nibbled softly at it, fingers sliding over the full breasts, down the long, gentle lined waist, over the slender crotch, and with one final, gentle tug of his lover's mind, he made the feeling of a hard cock change into the feeling of tight, grasping, hot, wet heat begging to be filled. "You're very beautiful."

Chloe was just trembling, goosebumps all over her body, as she blinked and squinted. At the edges of her vision it was like she could almost see it was Lex, but at the same time... "Here, come here, please?"

Alexis shivered lightly as Clark breathed into her ear, and she arched her back, sliding sultrily down his chest and letting her hair drag over his body as she walked across the room. She moved in the high heels like she'd been born into them, listening to them click softly on the carpeted stone floor. She paused at the edge of the bed, and when she got the permissory nod, she crawled onto the bed, high heels still on her feet, and she knelt between Chloe's outstretched legs, and clasped her hands loosely behind her back, offering herself.

Whitney's fingers were a little rough as they stroked over her, back and shoulders, hips and thighs and slipped under the little thong to rub over her ass and forward. He was shocked to feel wet heat and a little crease of folds, and he jerked his hand back.

Clark was grinning. Broadly. "I told you I liked gender bending," he murmured into Whitney's ear when he leaned over to kiss him, then dragged his tongue up the thin string of the thong leading up from the split in Alexis's delicious little ass, before tugging Whitney back a little as he got on his knees on the king sized bed, and held Whitney's back to his chest. "Watch."

Chloe moaned, very deeply, very softly, as her fingers slid over Lex's… Alexis's... breasts. She tweaked the nipples, her legs winding around those perfect legs and pulling her close. She sat up so her belly was out of the way, catching Alexis's full, pouty lips and sucking as she kissed her, pressing their breasts together and keening softly in pleasure.

Alexis moaned as Chloe's fingers scraped over her nipples, tugging and tweaking in all the right places, and as their legs twined together, Alexis brought her hands around only enough to make sure she didn't fall on the baby, instead balancing herself carefully and sliding her hands back behind her back, kissing back voraciously as their nipples abraded against each other, and Alexis let her legs fall open so that Chloe's thigh slid between them and pressed against her slit.

Clarks lips twitched against Whitney's neck, fingers sliding over a wash board belly to grasp a hard, leaking cock. He gently stroked it, thumping the tip as he watched the two girls in front of him. "Like?"

Chloe keened, loudly, and humped forward, tangling herself firmly so she could rub her aching, wet heat against the trapped velvet. Her mouth skid, stroking down to the bra she knew she wasn't supposed to remove, and she bit and nipped, hard, at the trapped breasts, sucking on them through the materiel as she keened. Her fingers stroked over a long back, arching her own as she bit at hard nipples before their mouths tangled again.

Alexis moaned as Chloe's teeth closed around her nipples, and she brought her hands forward, sliding up and offering the velvet bound breasts for her lover's mouth to suck on, then dropped them when Chloe kissed her again. Her leg was pressing against Chloe's mound much as Chloe's was grinding against her, and she made hungry little noises into Chloe's mouth as nimble fingers slipped between them, and one slid into Chloe's wetness, stroking in and out.

Whitney was whining, deep in his throat as he arched into Clark's strokes. "Going to... going to come, holy fuck she's hot." He closed his eyes, and swallowed hard. "Wha--what's he--she being p-punished for?"

"Don't remember," Clark said honestly, lips twitching as he sucked hard on Whitney's neck and jacked Whitney off, slow, firmly, gently, as they watched. His cock, hard, so hard, was painting wet lines across the small of Whitney's back. "We could share her," He murmured, throatily, in Whitney's ear. "Fuck her hard."

Chloe whined herself, nearly sobbing with want as she stroked and moved against Alexis's thigh, rubbing herself hard as her fingers slipped past the crotch of the purples panties and buried her fingers where there shouldn't BE something, and she knew all she was doing was touching and stroking the base of Lex's cock, but it didn't feel like it, and she whined high in her throat as she touched. "Yes!"

Alexis cried out sharply as Chloe's fingers penetrated her, and she sobbed out Chloe's name. A second finger slipped inside Chloe's sheath, stroking faster inside her as Alexis lifted her own hips into Chloe's inquisitive fingers. "Yes, yes, please," she whimpered, rocking back and forth as she stroked carefully, sucking Chloe's earlobe and throat. "Please, please," she pled.

Whitney's breath caught in his throat and he nearly choked on it. "H--how?" he asked, eyes huge.

"You'll just be thrusting against his cock. It'll feel different then what you're actually doing," Clark murmured, sucking hard on Whitney's earlobe before he set his chin on his shoulder and looked at the girls before him.

Chloe screamed as she squeezed, tightly, around the hard fingers inside of her, and bucked and whined for more as she cried. her mouth came back to hard breasts, sucking hard on him and feeling the squirming tip of hard nipples before she arched her back and led Alexis to her own breasts, heavy, hard, high, begging as she squirmed on the hard fingers.

Alexis' lips closed around Chloe's nipple, sucking hard and swallowing the spurts of milk that came out. She licked the drops as they filled her mouth, and she pumped harder with her fingers, adding a third and rubbing her thumb across Chloe's clit as she sucked.

Her own body twisted and writhed on Chloe's fingers, begging for more as she sucked and arched, spreading her legs wider in asking.

Whitney nodded. "Yes, yes, please, yes." He was about to explode, and he wanted nothing more than to drive his cock into Alexis' hot little slit and pound it as hard as she could.

Clark nodded, watching, and waited until he saw Chloe's chest heave and her hips snap up as much as she could under the weight of her belly as she came. She exploded, her scream echoing in the room and oh, he moaned in pleasure, purring softly as he licked Whitney's earlobe and smiled, broadly. "Alexis... lick her clean, and then come here."

"Yes, sir," Alexis purred, and gently helped Chloe onto her back.

Once Chloe was on her back, Alexis settled herself between Chloe's spread legs, and started to lick. Her tongue lapped everywhere, over the folds, deep into the folds themselves, down the split between soft downy cheeks as she cleaned. She smiled as she did it, tossing her hair over her shoulder again, licking from the bottom of Chloe's slit to her clit, licking everywhere until there was no trace of stickiness left.

She dropped a kiss onto her lover's soft thigh, then crawled off the bed, licking her fingers as she went over to Clark, then went gracefully down on her knees, hands and arms behind her back as she arched her chest out.

Whitney groaned, closing his eyes against the sudden visual of jacking his cock off until he burst, spraying his come all over Alexis' face and breasts, and he had to steady himself with a hand on his ashimel's shoulder.

Clark, thankfully, had the orgasm from before to tide him over, so he wasn't quite in the fire, pretty! mind frame that Whitney was. He grinned at his ashimel as he gently leaned down to kiss Alexis's luscious lips, murmuring gently as he did, "You are so beautiful." He swept his hands down her long, lithe back, over her ass, and with gentle movements he undid the garter, pulling it free from her body. He left the pantyhose on, but discarded the thong as well, and grasped the string holding the anal beads. "Whitney? Put your tongue inside of her," he directed, licking over the base of a slender, soft neck as he waited to pull until Whitney did as he was told.

His fingers slid forward, over her furry mound of soft, dark red hair, and smiled as he tugged on the gentle hairs, kissing her neck and rubbing his throbbing erection against her thigh. "Beautiful," He whispered, again.

Alexis moaned softly as Clark tugged on her hair, feeling her skin tug towards it too. She slid her leg up, over Whitney's shoulder as he got on his knees in front of her, and Clark was supporting her weight as she moaned again. "Clark, please," she said, fluttering her lashes closed over eyes gone stormy dark with lust and pleasure.

Whitney closed his eyes, and as soon as he did, he could smell the heavy scent of feminine arousal assailing his nostrils. He leaned forward quickly, nose and chin guiding him as his tongue found a slick, wet little crease and he fucked it hard, one arm gripping her waist as the other pried open Alexis' lips, pushing his tongue as deep as he could, grunting hard as he lapped.

Clark smiled, broadly, as he looked down at Whitney's lips and mouth, working hard at their treat. His fingers in the meanwhile, stroked up over the sides of the bra and then inside of them, grasping the heavy globes and squeezing them tightly, kneading them as Whitney worked his mouth between her thighs. "I like you like this... big... heavy," He whispered into her ear, as he simultaneously pinched both nipples. "I love it when you bounce... when you arch, and they're so full and high… makes me want to take a bite out of them," He murmured, as his cock stroked against her ass cheek and his fingers pulled out one of the beads with a smart, hard little pop.

Alexis moaned, her hips shoving forward as the first bead slid out of her ass, whimpering at Clark as she rolled her shoulders, making her chest jiggle as Clark rubbed her breasts. Her nipples ached as they rubbed against the bra, and the leg that was slung over Whitney's shoulder pulled him closer, one hand going down to his head and pushing her slit harder onto his mouth, pleading for his tongue to shove deeper.

Whitney obliged, his nails digging into her hips as he was hauled close, and he licked harder, his tongue working like a slick little snake as he slurped. His cock throbbed, achingly hard, but he wrenched his balls, groaning into Alexis' slit and biting on her clit.

Clark looked up, at Chloe, who was moaning uncontrollably beside them as exhausted as she was, and smiled as he yanked another bead out, then a third, before he leaned over Alexis's shoulder and took her nipple in mouth through the bra, biting on it hard. "Chloe? Would you get the clamps for me, sweetie?"

Chloe nodded several times, panting as she climbed from the bed. her thighs were still slick with need and with her spent, but she did as she was told and grabbed the nipple clamps from the bag. She handed them to Clark, climbing on the bed and licking over Alexis' tongue, whimpering softly.

Clark, as easy as could be, pulled the cup of the bra up enough for him to reach in and clamp the heavy nipple firmly. He clamped both nipples and then tightened the cup of the bra against them, so Alexis was sure to be in agonized pleasure as he reached behind her, and unhooked the bra only enough to tighten it and make it harder to get out of.

Alexis shuddered as she kissed Chloe deeply, sucking on her tongue and crying out as her nipples were clamped. The tightening of the bra against them was torture of the best kind, because it was tight and hard on her breasts and it was a binding that kept her nipples hard and unable to get relief. She keened out into Chloe's mouth, clenching her ass on the beads to keep the delicious full feeling inside.

Whitney was about to go out of his mind. He brought his fingers up, stroking them inside Alexis' tight sheath as he sucked swallowing hard on nothing as he lapped up the liquid he felt pouring out of her, and he tried to burrow his tongue deeper.

Clark opened the lube and coated himself liberally, making sure it was a thick coating before he reached down. In one forceful yank, tugged out all six remaining beads, and without giving her a chance to even breath or scream or do anything, he aligned his cock, spread her delicious cheeks, and slammed in.

The heat and tightness of the sheath was familiar and welcome, and he reached around her to stroke her clit even as he tapped Whitney's cheek. "Lay on your back, Whitney," He gasped, panting as he rocked his cock further, deeper, harder inside.

Alexis' eyes popped as the beads slid out in a rush, and the scream was caught in her throat as his cock plowed into her ass. She contracted around him, couldn't help it, gripping him as hard as she could as her nails dragged down Chloe's shoulder and Whitney's back.

The fingers in her clit freed the scream, and she tore away from Chloe's mouth to give it. "Clark!! Fuck me!!!" She rocked back against him, hand still on the back of Whitney's head, holding his mouth against her.

Whitney pulled his head away with a hard wrench, laying down under Alexis' spread legs, his tongue licking around his mouth and sucking his lips clean, hand going down to stroke his cock.

"No." Clark murmured, as he leaned her forward, reached down to what he knew was only a cock but felt like hot, wet, gripping folds, and pressed Whitney into her. He moved her forward onto the hard length with a shift and push of his hips, making her gripping sheath accept him as he rocked back and forth, filling her as deeply as she could be filled. He kept rocking, driving her onto Whitney's cock with each thrust and push, and licked over her neck as a moan filled his throat and came out a hoarse, panting gasp.

"Please," Alexis begged, then gave another hard, sharp moan as Clark guided Whitney into him. "Oh God!" She wrapped her arms around Whitney's neck as she leaned forward, pressing her clamped breasts against his chest and exposing her ass for Clark to fuck harder.

Her tongue found Whitney's mouth easily, thrusting in and out of the wet cavern as hard as she could, begging him with her hips and her whimpers to match the tempo of her tongue.

Clark, once he got Alexis seated on Whitney's cock, pulled his cock out and drove it in hard, as hard as he could, feeling the hard rasp of Whitney's cock inside of her as he did. He began to move, a fast, sharp tempo, spreading Alexis's thighs further so she was all but splayed on her knees, and began to fuck her hard. He moved, sharply, driving her against Whitney so they were moving in tandem, and he moaned, deeply, as he reached around to stroke and torture clamped breasts.

Alexis moaned happily at being filled in both holes, her legs spread as wide as she could get them as she rode both cocks that pounded into her.

Her nipples throbbed in the clamps, her hair was starting to plaster to her body from sweat and bodily fluids, and she threw her head back, tearing her mouth away from Whitney's to lean her head on Clark's shoulder, offering her wet lips to be kissed.

Whitney reached up, slapping Clark's hands out of the way as his ravenous mouth sucked Alexis' nipple into his mouth, clamp and all. He thumped the clamp with his tongue, wiggling it back and forth, torturing himself by making the sheath around him contract and throb.

Clark gave a short, hard sound as Whitney sucked on her breasts, and the sheath around him squeezed. He moaned, low in his throat, and kissed his lover deeply, hard, sucking the kiss out of those pliant lips as he gripped her hair and yanked her back enough so she was properly seated on the both of them. He rocked and moved in short, hard bursts, pleasing his lover as he knew Alexis, and Lex, liked to be pleased, his mouth sucking hard on the warm mouth, then neck and throat, as they moved.

The hard, possessive yank on her hair caused Alexis to moan hard, and she wiggled against both the cocks that filled her. Whimpering, rocking, couldn't stop begging for more as she stayed arched, her throat open and exposed to her lovers as she closed her eyes, tossing her hair and letting Clark use her as she whimpered for it.

Clark thrust, hard, pounding into her as he let her hair go, knowing she'd stay upright, and leaned down to cup behind Whitney's neck, pressing him to the hard globes of her breasts as he fucked them both. Hard, hard, he was so close already because it was so ungodly tight and he growled as he kissed, pushing and shoving and thrusting hard, not gentle, not slow, HARD and FAST and oh so good.

Alexis didn't move, she stayed precisely where Clark had positioned her, nails digging into Whitney's shoulders as his mouth attacked her nipples again. Outstanding, amazing shocks of pure pleasure that shot through her body, and she shook as her orgasm started to build.

She clamped down on Clark's cock in her ass, squeezed Whitney's cock in her pussy as she leaned forward then rocked back, moaning hard and panting as she dragged Whitney's mouth to other nipple. "Please, Whitney, please, Clark, please, I need to come, please, oh please," she begged.

Whitney fucked up faster, pounding her soft body with his hard cock. He rubbed against Clark with every stroke, and he grunted harshly, panting and biting and sucking hard on the clamped nipples that Alexis guided him to, sitting up to kiss Clark over her shoulder.

"Come, Alexis, come, COME!" Clark roared, and with two, jerking, slamming thrusts, he emptied himself inside of her. He groaned, hard, throwing his head back as he did, then grasped her breasts for Whitney to suck, as he orgasmed. The feeling was amazing and he wailed loudly in pleasure, thrusting into her to get the very last little bit out. He moaned, unspeakably hard, as he jerked and writhed, eyes clamped shut and body overtaken with waves of pleasure.

Alexis let out a shrill, piercing scream as Clark's seed spilled inside her. Then it was a hard, tight throbbing around his cock and Whitney's both as she came, spilling hot globs of white semen out of her slit as she screamed again, arching forward and pinching her nipples herself as Whitney sucked them.

And that did it for Whitney. His head slammed down hard on the floor as he came, his hands jerking Alexis down hard on his cock, hips arching to push his orgasm as far into her as he could, shuddering as he thudded back against the floor, panting harshly.

Clark gave a shuddering, trembling little nod as he sank down to sit on his heels, gasping against Alexis's shoulder. He groaned, softly, murmuring his pleasure as he thrust gently inside of her, the feeling absolutely exquisite. He purred, licking her shoulder, her neck, as he gently slid out of her tightening little sheath and rubbed his thumb over it, to keep everything inside. Seeing himself do it was intensely erotic, but he had to wait about ten minutes before he tried anything else. "Tell me when you're ready, aushna'," He grunted into her neck, her back, her shoulder blades. "I'm going to fill you with ice, pack you tight, and plug you shut. Do you want that?" he asked, grasping her breasts tightly, firmly, licking over her neck.

Alexis nodded. "I'm ready now, aushna'." She stretched against him, both of her holes feeling full and well-used. "I want that. A lot. Want to hold your come inside me."

"I want you to beg for me," He hissed, barely remembering his sha'nauch were still there, that Chloe was moaning softly, and he licked over Alexis's cheek bones as he stroked her breasts. "Do these hurt? The clamps? I can take them off if you like."

"Please," she whimpered. "Take them off; it makes them feel so heavy, feeling every inch." She rubbed her ass back against Clark's groin, shivering in his arms.

"Heavy?" Clark purred. "Isn't that good?" he asked in her ear, as he stroked the bra firmly, moving over it carefully and rubbing the clamps into her nipples.

Alexis moaned. "Good. Very good. But want them gone... please?" She begged it prettily, fluttering her lashes at him.

Clark smirked back. "No. You've been a bad girl." He suddenly looked across, at Chloe, who was still looking stunned. "Chloe, can you get the nipple weights?" he asked her, still gently rubbing his wet cock against Alexis's firm backside. He looked down, grinning, at Whitney, and asked, "Alright?"

Alexis moaned again, and rubbed her ass back harder against Clark.

Whitney cracked his eyes open. "Clark... Lex... you guys are going to kill me. You know that, right?"

"Mmhmm," Clark smiled down over the very beautiful, very smooth feminine shoulder, and rose up to his feet. He walked over to the small bar he and Whitney had replenished, and grabbed an empty brandy glass. He took the ice bucket Lex had brought up with him earlier and looked at the melted ice. perfect. He took out several pieces and set them in the glass, before stopping at the black bag. Chloe's hands, shaking, were looking for what he asked, and he gently brushed them aside, picked up the weights and a strap on butt plug that would stay right where he wanted it to, as he smiled at Chloe.

He leaned down behind Alexis again and pushed her forward, over Whitney, and gave Whitney the weights. "Attach them. Make them heavy." Before he leaned down to the smooth, round butt. The little hole was stretched, closed only a little from where Clark had closed it himself, and without even giving any warning, took one of the round, cold pieces of ice and pressed it into her.

Whitney timed the weights so that adding them to the clamps coincided with Clark sliding the first piece of ice inside of Lex's ass. He shuddered, sliding his fingers into the bra and rubbing Lex's real nipple instead of the plastic one, then attached the weight to it.

Alexis bit Whitney's shoulder sharply as the ice slid into his ass, shuddering and squeaking in ecstasy as it slid in, and she wiggled, causing her heavy breasts to jiggle appealingly. "Oh, God, please."

"Lex, you...so hot with these," Chloe whispered, beside him, licking his cheek softly and kissing his full mouth as she gently toyed with one of the silicon bra fillers. "Where'd you get them?"

"Alexis," she corrected, and she brought Chloe's hand back up to her nipple. "They're from a transvestite and transsexual catalog called Transformations," she explained gruffly as she rocked back against Clark's fingers and the ice.

"Alexis," Chloe whispered, licking Lex's neck softly. "I like them. I like this better though," She whispered, reaching down to grasp his cock, which she could see now. The glamour had fallen as soon as she'd come, and apparently it had for her lover too, though she still smiled and kissed his neck. He was so gorgeous as a man.

"I like it too," Clark murmured as he watched Chloe's fingers stroking over Alexis's mound, and pressed another hard piece of ice into her... then a third, holding her closed as he did it.

Alexis shuddered as Chloe's fingers slipped inside her, stroking hard. It felt like her whole hand had slid in, and her knees went to water when at the same moment, Clark loaded more ice into her. "Ch-Chloe, harder, please," she whimpered.

Whitney? Pretty much past dead. He was just staring glassy-eyed as he watched Clark filling Lex with ice, watching his girlfriend stroke Lex's cock and he whimpered. His cock was refusing to rise.

Clark grinned, broadly, over Alexis's shoulder, as he pushed another two pieces of ice in, watching as they were greedily sucked in and murmuring softly in pleasure. "Cold?"

"His cock says so," Chloe giggled, squeezing Lex's erection tightly and smiling down at Whitney, before shyly glancing at Clark. "I'd like him inside of me, Clark, would that be okay?"

"Freezing," Alexis whimpered, squirming back on Clark's cold fingers and wiggling her hips against Chloe's hand. Her eyes lifted up to her aushna', and gave him a little bat. "Would it be okay, Clark? Has Alexis been punished enough? Strap me up and then let me have Chloe?"

Chloe giggled. "I don't need a strap. I want this," She answered, squeezing Lex's cock hard and stroking more firmly, licking her lower lip and purring. "I want to feel you explode inside me." She looked up. "Please, Clark?"

Clark was about to speak, but he stopped, frowned. His mind wasn't exactly up to speed, and so he pressed another handful of ice cubes into his aushna, feeling her sheath tighten and contract on how filled she was. He put in another few, so she had a total of fifteen ice cubes inside of her, feeling them shift when he pressed on one firm cheek, and purred as he slid the but plug into her, and secured it with the straps around her thighs and waist. "Don't take this off. If you loose even one drop, you won't like the punishment." He told her into her shoulder, before reaching forward to lick Chloe's neck. "I want to see you share a dildo."

At the words Chloe moaned, loudly, and nodded furiously, mouth trembling as she watched, before her eyes, as Alexis was in front of her again. She keened in pleasure, scrambling to lay back on her back and position her legs spread beside Whitney, who she grasped hard and kissed the hell out of.

Alexis straddled Clark's leg, rubbing herself over his hairy thigh as something Chloe asked disturbed her. She couldn't quite connect with what it was, though, until her ass clamped around the plug inside her.

And she pulled her aushna' back onto his knees, a hand on his chest. "Clark... how exactly are Chloe and I going to share this?"

Clark frowned for a moment, looking into almond shaped eyes, and looked confused. "In..."

Oh.

OH!

He blinked. He stared. He tried to push the glamour away, tried to let go of the strings inside of his head.

And he did. He let them go.

But Alexis was still in front of him.

 

He began to shake in fear as he grasped Alexis's face tightly, her breasts, full and high, her hips. "Lex? Lex?"

"Alexis?" she said back, puzzled. She felt something letting go in her aushna's head, tugging in hers too but whatever it was was firmly entrenched and cemented in place. "Alexis, not Lex. Not yet, anyway."

"No. Lex. Lex," he was panicking now, the blood drained out of his cock and his face, leaving his skin pale as he gave his lover a shake, and still saw glossy hair, large eyes. "Lex. Lex. Oh, God, oh, God," Clark burst into tears, grabbing him tightly. "Lex. Not Alexis. Lex!"

Alexis was definitely starting to get spooked. "You're right. I should be Lex." She closed her eyes, letting Clark shake her, finding the connections that held the glamour in place, and tired to dissolve them.

They weren't. going. anywhere.

"Clark... I think we may have a problem."

Chloe watched as Clark began to sob like a four year old and she grasped Whitney's arm tightly with her claw-like nails, getting up on her knees as Clark bawled into Lex's shoulder. "Guys? Guys, what's wrong? Lex? Clark? What's wrong? Ashimel? What's wrong?" She asked, stroking over Lex's neck, then Clark's heaving back.

Alexis just kept her arms wrapped around Clark. "The connections to Alexis won't dissolve," she explained. "It seems that, for the moment, I am stuck." She kissed Clark softly, keeping him cradled close.

"Ow!" Whitney sat up at the nails digging in, and he reached out to touch Clark. "Can't be. I see Lex." He reached up and took the wig off, and revealed Lex's bald head. "See? Lex."

Clark just cried, hard, harder, all the harder as he grasped his boyfriend, his girlfriend now, and wailed. "I WANT MY LEX BACK!"

Chloe winced at the sob from Clark and reached forward to gently stroke over Lex's neck, turning his chin enough to look at her. There was something subtly different about his eyes, something that wasn't Lex as a man but something else... and she looked into Lex's face as she whispered, "Alexis?"

She nodded. "Unfortunately, yes." A wry smile that was, however, all Lex. "Clark... stop. You will have me--him--back. We just have to figure out how."

"You're still..." Clark pulled back, looked down and saw boobs and a naked mound, and wailed, sobbing as he grabbed his aushna' close and holding him... her... close to him. "Oh, God, oh GOD!"

"Sssh." Alexis cradled Clark close to her, letting his head rest on her soft chest as she stroked her fingers through his hair. "Clark, sssh. I need you to be calm right now, because I won't be able to fix this without you. Okay?" Her voice was even still slightly different, huskier and pitched more feminine than Lex's.

Whitney scratched his head. "How can... we see... and he see? We see Lex, and Clark doesn't? Whahow?"

"Because, doofus, they're aushna'. Clark started it with Lex, Lex took hold of it, and all he gave us... was..." She looked at Clark for confirmation, saw him sobbing, and winced as she looked back up at Whitney. "A copy of what he was seeing."

Clark was still crying, harshly, holding onto his lover and nearly falling as he held her closely. "I want Lex, I want my Lex, I want my Lex."

Alexis just held Clark against her. "I'm still here... mostly. I just happen to have a few additions and one major subtraction." She sighed. "That's going to become very difficult when I have to go to the bathroom later." She made Clark look up at her. "Clark, I am still Lex, except for the fact that I'm..."

"Not?" Whitney volunteered.

"... a woman at the moment," Alexis continued, shooting her ashimel a very ugly look. "But my intelligence is still intact, at the moment, and Clark... we're going to work it through. All right? But I need you with me on this. Do you hear me? I need you."

Clark was just wailing. He had done this to his lover, he had done this, he had hurt him, and guilt settled over his shoulders like a boulder as he cried, harshly, his shoulders shaking fiercely.

"Nah Lex, its okay, I can help you," Chloe offered, wincing a moment later as Clark gave a choked cry, and gently hugged Lex from behind, setting her cheek on his shoulder. "It'll be okay. You guys have Clark's dad now."

Alexis leaned her head back against Chloe's in a distinctly non-Lex way. "I need Clark to be calm and sober," she said softly, just for her ears. "Because when he's upset, I can't think straight, and I need to be able to do that." Her hands kept holding him close, kissing him softly and absolving him. "It's not your fault, Clark. You didn't do this. You did everything right on your end." She brought Clark's hands to her bald head. "Here's where it went wrong."

Clark. Was. Sobbing. Just sobbing. Hard. His body was wracked with it, holding on tightly because his aushna' was there but not, and he wanted a flat chest and a cock and he wanted to hug him and be comforted and this COULDN'T WORK. He just cried all the harder, shoulders shaking hard as he held tightly to him.

"Check." Chloe answered, kissing Lex's ear and yanking Whitney and his big lunk self over. "Take Clark. Get him calm. Take a bath with him, get him calmed down." She commanded, pointing at the bathroom where the big sunken bathtub was waiting.

Whitney nodded, and started pulling Clark away from Lex... Alexis... Lex. "Hey, Clark. Come on. Let's get cleaned up, okay?" Wasn't even thinking, because Whitney and thinking didn't do good in crisis situations. Just following directions as he tugged on his ashimel's arm. "Clark? You hear me? Come on. Let's go."

Alexis' arms were just as tight as Clark's were, and she was whispering softly to him, stroking him and petting him. "Please, aushna', this isn't your fault. It isn't. Go with Whitney, let him help you clean up and calm down, then you can come back and help me. Okay? Please?"

Clark shook his head… nodded... shook his head harder, holding Lex tightly before letting go. He was shaking, his skin was the color of notebook paper, and he was covered in goosebumps and trembles as he grasped Whitney tightly. "Don't leave. I promise, I'm sorry, please don't leave. Don't be gone when I come back. Please."

"I'm not going to leave," Alexis reassured him, kissing his hand as he got up. "I'm going to be right here when you come back. I won't even go down to the lab until you're here with me, okay?"

He nodded, grasping Whitney tightly and climbing to his feet as he did. "I love you. I'm sorry. I love you."

"I love you, aushna'," Alexis answered back immediately, stroking her hand down Clark's leg. "Don't be sorry-- it's not your fault."

Chloe looked up, watching her boyfriend take Clark, before turning to look at Lex with wide eyes. "Yes, you still look like yourself---yes, you're acting female--no, I can't see you as a woman---yes, you still have your dick." She said, automatically.

"That answers most of the questions I was going to ask," Alexis said with a wry grin and dropped her head into Chloe's lap. "I'm sure this isn't what you had in mind for tonight, and I'm sorry."

"It certainly put a wrench in things." She answered, smiling down at him... her.. him. "You still look like yourself. You're just carrying yourself different." her fingers carefully played over one of her breasts. "You are beautiful, though. Do you think...if we remove the bra and the rubber things, it'll make you click back?"

Alexis shook her head. "No, I don't think so, because Whitney took the wig off and that made absolutely no difference at all. On top of that, I get a very, very weird feeling when we talk about removing my breasts."

"Can you feel them?" She asked, softly, reaching into the padding and carefully disconnecting the clamps from hard nubs, wincing and setting them aside.

Alexis shuddered in relief as the clamps came off, and then winced as the blood flow went back to her nipples and they tingled, achingly sore as they rubbed against the bra. "Yes, I can," she said with a sigh. "That just proved it."

Chloe... just grinned. "Every man should go through this," she said, though she was only partially joking, and leaned down to gently kiss him. "Goes to prove you're gay through and through honey, you got off on me."

"I also got off on Clark, which actually just proves that I'm bisexual through and through, no matter which sex I happen to be at the time." Her head rolled so that her forehead thunked softly against Chloe's thigh. "Clark's so terrified that I can't tell if the scary feeling is coming from me or him right now."

"He loves his Lex. Give him time to calm down, sweetie." Chloe peered down at him. "You guys don't take a holiday from the weirdness, do you? First Kal and CK, now this."

At that, Alexis gave a trembling little smile. "At least life is never boring when we're around?" she offered.

"Never, ever boring. Don't cry sweetie, okay?" She leaned down to kiss his forehead. "It'll be okay. At least you don't have to have a period, right? You're just dealing with boobs and no cock. As long as you sit down to pee, you'll be alright." She nodded, firmly. "We'll figure it out, don't worry. How do you think it got stuck like this, though? Cause, like, when I squint?" She squinted down at him as she said it, "I can still almost see Alexis. Or, rather, you as a girl. Like, right on the outside of my vision."

"Right. Tits and no dick. Sitting down to go to the bathroom. I'm never going to get used to this." Her forehead still rested on Chloe's thigh. "I don't know, but my hypothesis is... something in my brain has jammed the psionic powers I have in gear, like a transmission locked in drive. The gear won't shift back down. I don't know why it's done that, but I can only guess it's because of the overuse they've gotten in the last month or so."

"Probably. And probably cause you haven't practiced them like Clark told you to," Chloe scolded, looking down. "Now, look at you. Your butt is full of ice, your cock is gone, and you've grown boobs."

"The perfect cautionary tale to tell your children when they grow up. Don't forget to clean your plate, John, or you'll turn out like your Auntie Lex." She gave a snicker, but it wasn't at all heartfelt. It was more trying to keep herself from being scared. "That's why I need Clark clear-headed, so he can help me practice, or help me fix whatever's wrong."

"Yeah. That? Might be difficult." Chloe winced. "Clark likes his games, but, unlike you, Mr. ... Mrs. Luthor, he's the biggest gay alien I've ever seen. And he is not going to be okay. At all." She kissed his forehead and gently held him close to her thigh, seeing him just over the roundness of her belly.

"I know." She sat up, looking at Chloe, sitting Indian style as she brought her hand up to her throat. "There's panic, right here, clawing at my throat to get out, and I don't know if it's me, him, or both of us, but I know how terrified he is, plus he's feeling guilty and blaming himself for this and it's not his fault."

Chloe tipped her head. "What can you do about it?" She asked, gently reaching forward to stroke over Lex's throat, and the long, slender fingers, tangling her own in them and holding them, just like she would to Shayla.

"I don't know," she said, with a little shake of her head. "I'm going to go down to the lab with him, and run some tests on myself; the new equipment got set up the week before Dominic came home, so it's all ready to go. I'll do an EKG, see what's fucked up in my brain today, talk to Jor-El and see what his thoughts are... God, and hide from Dad. Not bad enough he had a freak son, now he's got a daughter instead." Hysterical sob.

Chloe choked on the half laugh and half sob and squeezed Lex's hand tightly, hugging him hard, the strange feeling of hard breasts pressing against hers very odd indeed. "I almost want to ask you to make a way for Whitney and I to see you as Alexis. I've… just got a feeling that wouldn't be smart. But Lex... how are you going to hide these?" She asked, stroking her fingers over twin nipples.

Shuddery sighs as Chloe's fingers brushed in just the right way over her chest. "Damned if I know," she finally answered. I think I'm going to steal one of Clark's shirts and hope it's baggy enough."

"Is it wrong to think this is kind of cool?"

Another hysterical little noise. "I don't know. It's... very strange, very upsetting, but yes, you can think it's kind of cool, I don't mind." Alexis dropped her head so that her forehead rested against the back of Chloe's hands.

"Why is it? Its not like being a chic is so bad. Plus, I'm pretty sure you can fix this. In fact, I'm certain. You and Clark are geniuses." She lifted Alexis's chin. "Can you show me how you really look? Please? I want to see you as you are."

"Yes, I can, but only for a minute, because I don't want you to get stuck in this somehow. You might anyway," she warned. But Alexis reached out and touched the side of Chloe's face, and at the soft touch, let a single gossamer thread slide from her mind to her ashikana's.

Let Chloe see what Alexis saw, long red hair down to her waist, which tapered into wide hips and strong thighs, a masculine body shape but very feminine, with firm breasts and large nipples, clunky feet and delicate hands, all Lex's but with a distinct female flavor to them.

Chloe just… beamed. She cupped Alexis's cheeks and kissed her, before giving her a very tight hug. "Thank you. Its... It's weird seeing your body, your normal body, acting… feminine. Cause you're a masculine guy. But I like you like this best." She smiled and hugged her again. "Plus, kinda hot." But she giggled, and let go. She wasn't particularly worried--she knew things would be fine. And she told him that, as she squeezed Alexis's hands. "It's gonna be alright, you know. You'll figure out. You're strong--you saved Dominic's life."

Alexis returned the hug gratefully, then squeezed Chloe's hands and nodded. "That's probably what precipitated this problem," she said with a sigh. "I was talking to Dominic the other day... I was picking up on his thoughts and I didn't even realize it. Leaking, I guess you could say."

"Leaking?" She twisted her eyebrows in a furrow, but nodded as she stroked Alexis's neck, then her shoulders, holding her close. She moved, shifting until she was stretched out on her side, snuggling under the taller girls neck and hugging her close. Now that the thin thread was holding the image, she felt the breasts she was snuggled against soft and squishy, and her own rubbed right underneath them as she got comfortable.

"Yeah. I don't... I don't go around trying to read people's thoughts, you know," she said with a frown. "It just... ever since Dominic helped me all those months ago, there's been this.... connection, I guess you'd call it. Between him and me." She cuddled closer to Chloe as she told her story.

"See, back when I first got these... abilities, I guess you'd call them, Dominic helped me fine tune them. He and Clark. But after the first few weeks... I didn't work with them. I didn't train with them like I should have, because things just... started happening, more and more. And they just totally got shoved to the wayside." Her hand stroked over Chloe's stomach as she remembered what the explosion of his powers had done the first time. "Then... with Dominic... Clark nearly had a fit, but what I did was... I went into his mind. Through his unconsciousness, all the way down into the safe place he'd created for himself, only it wasn't safe. He knew he was sick, but he couldn't get out without help--all this despair and everything had him trapped there, manifesting itself in this... demon. Skeleton creature. Something. We got away from her, and Clark yanked us both back out, and I was out of it for days after that."

She nodded, firmly. "Ever since he yanked you out, you've been wonky, haven't you?" Before he could question her, she shook her head. "Sometimes, when I'm near you, my hair stands on end. I don't know why… its the waves you've got coming off you, I guess."

Alexis nodded. "Probably. It's also probably why I was picking up what Dominic was thinking on the surface the other day without realizing it, not to mention the fact that it's Dominic. I'd probably be doing it to you too." Her hand stroked over Chloe's cheek.

"See? If you could pull Dominic out of his own head and give him his life back, Lex, then you can help yourself. I have faith." She said it firmly, stoutly, nodding as she did.

Alexis shook her head. "I don't know. I've done everything that I know to do and nothing changes in my head. If things don't change soon... I may not ever be myself again. And I'm scared, and I know it's me this time and not Clark."

"Don't think like that," Chloe said, firmly, shaking her head under Alexis's chin and holding her close. "it'll be okay. We just gotta find everything out. After the guys are done, you and me use the bathroom, kay? I'll have the guys get some more panties and stuff, and... and we'll use some adhesive, to glue your boobs to your chest, so you can change bras and won't feel strange bout it. Okay?"

"There's some special silica adhesive in the closet in our bedroom downstairs. It's made to work especially with these inserts and won't damage the skin." She was quiet, just staring at the ceiling.

"There ya go. That way everything will feel natural. I'll do it for you, so you don't have to watch." Chloe answered, and kissed the bare skin between them gently. "Okay? And we'll get you in some comfortable clothes, too."

"My clothes," she said. "There's a pair of black slacks and a light lavender button down laid out on the bed--or there should be anyway--and I'll ask Clark to bring that up, and hope that it buttons over my newly acquired cleavage."

Chloe eyed them, and shook her head. "You're sporting thirty six C, at least, sweetie. I... Shay's got some of my clothes in her room, for sleepovers. I'll go get them, okay? Some button downs and sweaters meant to hide big boobs." She blushed shyly. "I'll go get them after we shower."

Alexis just nodded. "Okay." She didn't say anything else for a long moment. "This sucks."

"Welcome to my world."

She gave a sniffly little laugh at that. "I know. I just... wish this hadn't happened. Or something."

"No, you don't. Secretly," She gave Alexis the evil eye, though she was grinning, "You've always wanted to see what its like to be a girl. Now you do. You get the clit, the boobs, the entrance, and no dick. It can be very fun, let me tell you."

"I miss my dick," she lamented. And that was an odd thought, as a she missing her dick. She shifted against the leather straps that were just starting to chafe against her, and she sighed. "I really, really miss my dick."

Chloe giggled. Couldn't help it. "I can imagine. But hey, you acquired knockers. And once you get Clark used to the idea, he'll like it... he came like a horse when he was with me." She straightened her shoulders a little, beaming. "I took away his girl virginity. I was really happy about that. He liked it...he's an amazing, amazing lover. I know he's your aushna', but you'll understand what I mean. You've got a girl's mind frame now. You'll see."

Alexis laughed. "No, I know what you mean." A blush stained her cheeks. "This... ah, this isn't the first time we've done this. Just... just the first time that it's gotten stuck this way."

"Not the first time? Really?" She grinned up at her. "Very cool. And like I said, you're not stuck. Come on... want me to see if the boys are done?"

"They'll come out when they are." Alexis didn't mention that she didn't feel that much of a change in Clark's current mental state. "They'll be out soon though."

"Hush. Enough of that," She said, patting Alexis's hand as she let go of her and climbed to her feet. She rubbed John, who was doing somersaults again, and walked to the bathroom door, knocking on it. "Guys? About done?"

Whitney looked up from the back rub he was giving Clark, in the warm water of the tub, and instead, ran his hands down the front of Clark's chest. "Are we about done here?" he asked softly, rubbing his cheek against Clark's.

Clark nodded, and shook his head, simultaneously. He was drowning in guilt, his skin a waxen shade of white, eyes closed and looking mottled in his face. He'd grabbed onto his ashimel and wasn't letting go, could barely croak out a response, just held tight.

He sighed. "Yeah, we're about done. Give us a few more minutes and we'll be out, okay?" He yelled it at the door, and then settled back into the tub beside Clark. "Come on now. You're going to have to pull yourself together, because your aushna' is waiting for you out there, and he needs you. Can you be there for him?" He pushed Clark's hair out of his eyes, and kissed his cheeks and forehead.

"I hurt him. I hurt him." Clark whispered back, hoarsely, without being able to look at Whitney. "I hurt my aushna', ashimel, I hurt him. I hurt him."

"No, no, you didn't hurt him!" Whitney stroked his ashimel's face gently. "He'll be all right and back to his old self in no time. Look, the two of you together? Are going to find the answer to this right away, you know that."

"Should have not been so irresponsible, should have taken care of him, I'm a terrible aushna', I didn't take care of him, I was selfish, I put him at risk, I should have known, I hurt him," Clark babbled, grasping Whitney's hands in his own and clenching his eyes shut.

"Look at me," Whitney said, and his voice was quiet and sensible. "This ain't the first time you've done this, right?" He didn't pause to wait for the answer, just plowed on. "You had no way of knowing this was gonna happen like this. You didn't hurt him, and I'd say he's in pretty good hands right now, considering he's with my girlfriend."

Clark grasped Whitney's hands, biting on his lips tightly, before nodding. "I know. I have to be with him. I don't have any courage. I'm sorry. I didn't... I'm sorry."

"You got nothing to be sorry about." Whitney pulled Clark against him and held on tightly. "You do have to be with him. He needs you."

Which Chloe was echoing in the bedroom. "You need him. And he needs you. So after all of this, after we're clean, you need to explain to him that its not his fault." Chloe told Alexis... Lex... who'd reverted back to the male form in her eyes, and she gently touched his cheek as she kissed his forehead. "Okay?"

"That much I can do," she said with a little of her old sarcastic grin showing. "I've only been telling him that since this happened."

"Clark freaks out about everything. He's not a cool headed person when it comes to change," Chloe answered, and rose a brow when she heard the bathtub splashing, signaling that the boys were getting out.

"You're telling me?" Alexis asked with a raised eyebrow. "This is the guy who freaked out when I bought him something that wasn't made out of flannel."

Her lips twitched. Hard. "He did scream like a little girl, didn't he?"

"I would imagine Shayla sounding much like that when she was a little girl, yes," she answered, with another twitch of her lips.

Chloe grinned back and heard the padding of heavy feet from the boys, the strokes of cotton on skin, and then finally the door opened. She watched Clark, with a towel clamped around his hips, fidgeting, tears in his red rimmed eyes, and felt a surge of sympathy for the oaf.

Alexis didn't say anything, she just walked across the room and wrapped herself around Clark, arms and legs, pulling him close to her and kissing his forehead and his face softly. "Don't cry, aushna', please," she whispered, kissing his cheeks and tasting salt.

Clark's chin trembled as the slender woman came and wrapped herself around him, and he had to remind himself, over and over, that it was Lex. He held her, close, chin still trembling as he buried his face in her neck. "I'm so sorry."

"It's not your fault." She glared up at her aushna'. "It isn't. Something's wrong in my head, Clark, not yours. Something's off with my abilities, not yours. It's my fault, not yours. Please don't think it is."

Because Lex never lied to him... just kept the truth from him... his chin trembled all the harder and he nearly broke into sobs again, stopping himself just in time and grasping Lex close. "A...are you sure? Lex? How can it be? How... your powers... how did they do this?"

"I don't know," Alexis answered honestly. "I really don't know. I don't know enough about how my abilities work to be able to tell you how they've malfunctioned, but we're going to have to learn together, all right?"

Clark nodded, firmly, Adam's apple bobbing as he stroked over porcelain skin, as if trying to look under it to see his aushna'. "I don't like this. I don't. We'll find an answer."

"Yes, we will." Alexis kept her head up, looking into Clark's eyes and letting him stroke her skin. "We'll get this taken care of."

 

-fin-

go on to the next part