All That Shimmers Must Fall Apart

Couple(s): ChLex (yay!)

Rating: there aren't any objectionable elements.

Disclaimer: Everything but the plot belongs to someone other than me. The song is 'The Fragile' by Nine Inch Nails. (It's an awesome tune, by the way.)

Spoilers for: 'Shimmer'

Author's Note: I'm on a 'song fic' kick; you have been warned. I hope this isn't too unbelievable, but I needed to write it this way for the song to fit. If it bites, please be sort of nice; thanks a bunch. Lex- aholics unite! Woo. Love to those who continually review my work; you know who you are!

******

***She shines in a world full of ugliness

She matters when everything is meaningless

Fragile, she doesn't see her beauty

She tries to get away

Sometimes it's just that nothing seems worth saving

I can't watch her slip away

I won't let you fall apart

I won't let you fall apart

I won't let you fall apart

I won't let you fall apart***

'I just wanted to feel close to you', Amy had whispered. The words kept repeating in Lex's mind days after she left the Manor, even once Victoria came back from the hospital. He didn't doubt that Amy thought she truly loved him; still, he knew she didn't, couldn't.

To love someone, you have to know him or her inside-out; you have to understand his or her faults and still want to make him or her happy. (Lex didn't have much first-hand experience with this, but he knew people who claimed to.) Amy didn't know him at all -- she had him on a pedestal, idolized him with an obvious intensity that scared the hell out of him.

"Fifty bucks for your thoughts," a familiar voice began, breaking into his reverie.

"Miss Sullivan," Lex returned easily, "you're the last person I expected to see at the Talon on a Friday night."

The responding smile wasn't her usual, bright grin but it warmed him, nonetheless. *She could cheer up my 'father' with that bloody smile,* he mused, when she dropped onto the chair across from his without asking if he wanted company. *Granted, my father wouldn't choose to be in the room with an employee's daughter long enough to make her grin, and she wouldn't choose to be in the room with her father's boss's anal retentive father long enough to find reason to smile, but....* He mentally trailed off, acutely aware that her deep blue, inquisitive eyes were causing his brain to lose focus. 'Mental rambling', he liked to call it. It frequently occurred when she was near, and he hated losing control.

"I know; usually I'd be at the Beanery, but Clark's supposed to be there, and I'm not in the mood to get pathetic tonight. I figured spending time in the company of Clark's biggest obsession, and drinking her horrid excuse for coffee, would convince me that that's the preferred alternative." Chloe punctuated this with a sad sigh, and Lex was tempted to ask what was wrong.

"You have a thing for him, don't you?" was what he said instead, inwardly wincing. It was a lame question; everyone but Clark himself knew that she was insane for him.

Scoffing rather convincingly, Chloe nervously played with her wavy blonde hair; she didn't refute his claim, nor agree with it, instead shooting back, "I just don't understand what he sees in her-" she paused to wave vaguely in the direction of the counter, where Lana was serving customers with her saccharine grin- "-other than her 'beauty'."

*She actually made air quotes,* Lex noted, smirking. "I'm afraid I can't answer that for you." There was something else troubling the girl; after years of successfully covering his own pain, he had learned to see it in others.

On the few occasions they'd had coffee together (she'd always drop by his table and invite herself to sit down, not that he ever minded) she'd been bright and cheerful, getting on a proverbial soapbox often enough that Lex was charmed by her passionate, snarky, out spoken nature. (Not that he told her; that would be construed as flirting, and he didn't flirt with teenaged daughters of his managers.)

That day, her eyes didn't have their usual sparkle; her gesticulations were few and far between; her voice didn't raise above its normal pitch. From the looks of things, she hadn't been sleeping well. "Something on your mind, Miss Sullivan?" he began in as friendly a tone as he could muster. He hated to admit it, but he cared about her enough to want to make her happy again; he missed her rants. (His personal favorite was her soliloquy about what a travesty it was that, 'bimbo-y pop stars who do one crappy movie are considered actresses'. He agreed whole-heartedly with her opinion on that subject, but he, again, told her nothing.)

Instead of getting snippy when he called her by her formal name (as she always did) , she shrugged. "Dunno."

"Chloe." There, he'd said it. "I hope you know you can talk to me." he assured her quietly, trying to sound casual, brushing the back of her palm with his fingertips lightly. There was no reason for the contact, he simply thought it would convey that he was 'there' for her. (Though whether he truly was or not, he hadn't decided at that point.)

Her eyes flashed when she pulled her hand away from him, as though she'd been burned. "Why do you care what's bothering me, Mister Luthor?"

*Why, indeed.* 'I respect you' sounded stupid, and didn't really answer the question; 'you're Clark's friend, so you're a friend of mine' was lame and patronizing. "I don't like seeing people upset, especially when there's a chance I might be the cause." Kind, but disinterested enough that he'd retain his aloofness.

Not even a smirk graced her lips at the last part. "It's the anniversary of my mother's death," Chloe replied almost inaudibly, staring into her lukewarm coffee instead of at him. Tears glistened in her eyes, and he was overcome by the urge to hug her.

He'd lost his own mother, and he still dealt with the pain every day of his life. It had taken years to get to the point where his hurt was no longer obvious -- he still worked on that -- but Chloe seemed to have perfected the art; looking at her, listening to her, one would never know that she'd lost a parent. She seemed to constantly be in control, and Lex almost envied her.

***She reads the minds of all the people

As they pass her by, hoping someone will see,

'If I could fix myself, I'd...but it's too late for me'

I won't let you fall apart

I won't let you fall apart

I won't let you fall apart

I won't let you fall apart.***

"I'm sorry," he said finally, meaning it. "This is a stupid question, but are you 'okay'?"

A snort that lacked mirth was all she gave him.

"You know I lost my mother and my brother, so you can talk to me. I promise I'll behave myself; I'll attempt to act like a human being instead of a pompous, emotionless jackass. I'm not saying I'll be successful at said attempts, but I certainly won't laugh at you for feeling whatever it is you feel."

"Why the sudden interest in my life, anyway, Mister Luthor?" she retorted sharply, making no indication that she'd heard his offer. "Your earlier answer doesn't cut it."

His mouth opened, then closed quickly. Before he could think, he began to open up. "When Mom died, I was a wreck; I wasn't allowed to express it, however, what with my father's rule against weakness." He paused to sip his beverage, his throat suddenly dry. Her eyes were upon him, and she was frowning. "For a while, I had Pamela, my nanny, to talk to; she was understanding, and I slowly came to terms with what happened. Then Pam backstabbed me, and I retreated back into a depression."

Chloe rested her chin on her fist, blinked rapidly. "I'm sorry," she said quietly.

The edges of his mouth turned up in a slight smirk as he replied. "It's okay. I didn't mean to just throw that at you, especially when you're obviously feeling awful; I guess I was trying to convey that you can trust me to..." He trailed off when her finger brushed his lips.

"How do I know you won't backstab me, Mister Luthor?" she asked, her eyes more curious than sad.

It was the wrong time to remind her to call him, 'Lex'. "I gave you my word, Chloe," Lex assured her quietly, biting back the urge to kiss her hand, "and whether or not you choose to believe me, I don't go back on my word."

She managed to nod before the tear fell down her cheek. Blushing, she ducked her head and wiped her eyes. A mumbled apology escaped her lips before her body shook.

Meaningless words were on his tongue, but Lex banished them; from his own experience he knew that people needed to grieve without being told everything would be 'okay'. Besides which, he was frightened; frightened that, if he hugged her, he wouldn't be able to let her go.

Suddenly he needed to cheer her up, if only because he'd gone through the same thing she had; if only because no one else understood. However, he only stood and said, "think about what I said, Miss Sullivan; you know where I live," as though nothing happened.

"Bye, Lex," she whispered, taking deep gulps of air to ward off the sobs until she was in private. "Thank you."

***We'll find the perfect place to go where we can run and hide

I'll build a wall and we can keep them on the other side

But they keep waiting and picking

..and picking and picking and picking...***

It was around two in the morning, and Lex was just finishing up for the night. He slipped some papers into a drawer, then closed his laptop. Stifling a yawn, he removed his tie and unbuttoned the top of his lavender dress shirt. Talking to Chloe about her mother had brought back his own memories, and he was exhausted because of them.

On his way to the staircase that led to his bedroom, Lex heard someone knock on the front door. All the servants had left for the evening, so he plodded over, dragging his feet, and yanked the massive wood structure open a crack. "Yes?"

"Lex?"

Chloe. "Miss Sullivan, do you have any idea what time it is?" (Not that he minded her dropping by.)

She pushed past him and slipped off her light coat. She was wearing jeans and a multi-colored long-sleeved shirt. "Of course; I've been lying awake for the last two hours, tossing and turning. And, before you ask, my father has no idea where I am, but I don't intend to stay long." The coat landed on the nearby rack.

Her hands were resting on her hips, and she appeared ready to defy any opposition. The matter seemed to be closed; she was going to speak with him, regardless of what he said or did. "What brings you here, of all places?" Gone was his exhaustion. She never failed to perk him up, though he never cared to dwell upon why.

"Your offer, Mister Luthor," Chloe retorted, tapping her booted foot against the wood floor rapidly.

*Offer...oh, right.* "You called me 'Lex' a few seconds ago."

Her eyebrows cocked. "Point?"

"'Mister Luthor' is my father; I'm 'Lex'. That's my point. Want some coffee?"

"Nope, just want to talk." Then she was pulling him toward his office (how she knew where it was mystified him) and he had no choice but to be pulled.

"You turned down hot, caffeinated beverages? Feeling okay?" he asked wryly, digging through the dying embers in his fireplace with a poker in order to get the blaze going again.

He felt her make a face behind him while she lowered herself onto the Oriental rugs. There was a pair of chairs a few feet behind her, but she ignored them. "The last thing I need right now is to get even more hyper, Mist- Lex."

Finished with the fire, he joined her on the floor, slipping off his shiny leather shoes before crossing his legs in front of him. "What's on your mind?" he asked softly, noticing that her hand was centimeters from his own. It was scary as hell how much he'd begun to care about her in the short time they'd been...friends. *Afternoons over coffee can do that, I suppose.*

"Clark, Mom, school..." Chloe said in response to his question, shrugging. "If you want me to go, I will."

'Self-conscious Chloe' was new. "No, I'd like you to stay. It gets lonely this time of night." Their hands found each other, fingers were squeezed lightly. "I like you, Miss Sullivan; I don't want to see you hurt...by Clark or anyone. I can be a pretty decent listener, so go ahead." It scared him how much he wanted to help her.

Her expressive blue eyes flickered to their entwined fingers, and something her couldn't identify crossed her face. "Why do you like me? That's a really pathetic, tacky question, but I'm just 'me'; guys don't like me."

"This one does," Lex responded quickly, lips quirking into a real smile. "You're refreshing, and you always make me happy, though I have yet to determine exactly why that is. I think it's your smile, to be honest, though it may be your opinions, and your views on the world."

With a grin, she met his firm gaze. "You're flirting. I'm trying to be depressed, and you're *flirting*. Do you know how hard it is to be upset when you're being sweet like that? Damn you, Lex Luthor." Her tone, though undercut with sorrow, was light and playful -- the way they both liked it.

"That's the idea, Miss Sullivan; to distract you until you feel like talking." His free hand ran through her hair, brushed her cheek, danced down her neck.

He heard her breath hitch, then she was leaning toward him, her own spare hand wrapping around his neck. The kiss was tentative and light; she wasn't sure it was what she wanted, and he refused to push her into anything.

When it was over several seconds later, her face flushed, she could only stare at him. "I-uh-yeah," she managed after a while, chewing on her lower lip in such an adorably absent way that Lex wanted to... *No; don't finish that thought.*

"Ready to talk?" he whispered.

She admired the way the fire light flickered in his irises. "No, but I think I'll be able to go home and sleep now."

"Oh." He successfully masked his disappointment. "If you ever need to talk again, feel free to stop by, okay? Please. I don't want you to try to get through this alone."

Chloe smiled slightly. "Mom's been dead for two years, Lex; I'm adjusting pretty well, I'm in counseling. But, thanks, I'll remember that." Pause. "You know, when I'm not getting on a soapbox and being loud about some injustice or other, I can actually be a pretty decent listener myself."

Returning the smile, Lex nodded once. He assumed she was extending the invitation to him as well. "I'll remember that. Good night, Miss Sullivan. Would you like me to drive you home?"

"Nah, I brought my car; thanks for taking time out of your schedule for me. It means a lot. Lex. Your friendship, and the free coffee, and all that." She was *nervous*; it was cute. "Good night."

He walked her to the door, and she thanked him again. Then she was bounding down the steps, toward her old-fashioned car.

Lex himself laid awake once she'd gone, turning a thought over in his head. He had the potential to fall in love with her, if he hadn't already.

Thanks to Amy Palmer, that thought didn't scare him any more.

***(It's something I have to do)

I won't let you fall apart

(I was there, too)

I won't let you fall apart

(Before everything else)

I won't let you fall apart

(I was like you)

I won't let you fall apart***