Disclaimer: I do not own these characters, I'd be USING them together.

Title: It's Hard to Dance With the Devil on Your Back

Rating: PG-13 for sexual references

Genre: Tess/Lex Relationship and Tess/Oliver Romance, Drama, Angst

Verse: Smallville, Pre-Smallville (or technically just Off-screenville)

Summary: What was going in Tess's mind after she and Oliver split and she was working for Lex?

Feedback: Of course!

Beta: I gotta give thanks to my beta person, Juliette, who by the way, doesn't watch Smallville. She reads this stuff and then is like, "Oliver's blonde?" Now that's patience. But that was in the beginning. Like two years ago. Now, she may not have seen every episode, but she can tell when my characterization is off. We need a national holiday in her honor. You're an angel, Jules!

And Karen, you know I love you for this, 'cause this isn't even your comic book!

XxX

Lex was different.

She knew that when she looked at his eyes, those concentrating…penetrating eyes that never observed anything without considering it thoroughly. She believed in his trust in her, the trust he finally had after what seemed like forever. She'd thought it would be her that would have such a hard time trusting again. But Lex, he was different.

He never looked at her in a way that could be classified as inappropriate, for one thing. His marriage and the fact that she would never be the 'other woman' probably helped their relationship. It was deep, built on trust, and respectful, but most of all, so different from the blinding passion she'd had before. She couldn't breathe before. Lex was consuming in the way that he made her focus, made her think, but he gave her space to be herself.

Oliver never gave her space. And she'd loved that after the physical and emotional neglect she'd had all her life. She looked down, smiling and blushing at the memories. He'd never left her alone. In retrospect she assumed he'd been unused to needing someone that much too. She remembered his hand creeping under the table at public dinners and how hard she'd try to hide her body's reaction as his fingers teased her, slid against her, and pushed her to have the completely inappropriate response.

She'd liked rebelling with him. She'd loved everything he'd made her feel and she'd left her entire life for him - not that he'd pushed her to give up anything. He'd actually helped make it possible for her to continue her passion for marine life, and even that was something that seemed far away from her now. Her life had been the fairytale. Her life had been flooded with him, every thought was consumed by him and every song on the radio made her think of him.

"Do you need a napkin?"

Tess blinked her eyes and looked at the woman sitting next to her.

"No," she replied. "No, I'm just staring at the napkins because I'm exhausted," she laughed softly as she waited for her takeout order.

Lex was having her train hard, requesting that she get up at 3 AM to learn kick-boxing and aikido and after multiple cups of coffee and three Aleve, she was in need of some food before continuing her work day.

"Here you go, ma'am," the server said as he handed over her takeout order.

She took the food mindlessly and left the restaurant. She reached her semi-modest sports car that she'd maxed out several credit cards to purchase, hoping Lex would approve of her choice. She'd done a lot of things hoping to gain his approval, things someone else might laugh at her for or gasp at in horror. But they didn't know her and they didn't know Lex.

He needed her.

Especially after what he'd been through.

What he gave her: it was such a relief after everything else. She felt so victimized, so overwhelmed and he was willing to listen to her, give her strength, power, and a real position of authority in her own life. He was willing to give her credit because she'd earned it. He was giving her a validation that she'd never had. And after Oliver had cheated on her with that stupid whore who probably hadn't had one body part that wasn't paid for, she didn't need any man coming onto her or telling her that she was beautiful. She needed someone to recognize her capability and loving her for her inner worth.

She leaned back in her seat, inhaling the smell of her food, wishing she were three years younger and several states to the west. She wished she didn't feel weighed down and that she didn't have to be so strong, so full of the power she now had to project all the time. The innocence she once felt was slowly leaving her body to be replaced with an empowerment that came with a price. She was so grateful for the fear not dragging her down everywhere she went, but back then she could count on Oliver to erase the fear. Lex demanded she do it herself. She felt herself hardening at his request and it was probably good for her, but she wished she could tell Lex that she still wanted Oliver's hand on her cheek, caressing her throat, making her safe.

But on her worst day she didn't hate Oliver as much as Lex did.

She took out her food and took a bite, leaning back against the car seat. Then she swallowed. It didn't taste like much to her even though it was her favorite. She was obedient and in control, even safe and relatively fulfilled…but in the corners of her mind she wondered secretly about her freedom. She shoved those fears away and swallowed harder, determined to be angry at Oliver, angry at the feeling of being in love and what it did to her, convincing herself that everything she was doing now had to be better.

And it was…because Lex trusted her. And she trusted him.

~~~The End~~~

Written: September 2011, but posted much later!

Author's Notes to Ashley:

This is in dedication to one of my dearest friends, Ashley, who I love so very much. She is my # 1 Lex Luthor supporter, and my partner in crime in the theory that something does not have to be canon to be legitimate.

Happy Birthday, sweetie!