Title: Sleep to Dream

Author: Wynn

E-mail:

Disclaimer: I do not own the characters of Smallville. They are owned by DC Comics, Warner Brothers, Millar/Gough Ink, Tollin/Robbins, etc. They are used for non-profit, entertainment purposes only.

AN: A post-Transference Chloe fic. Italics in fic quotes from the ep itself.

Sleep to Dream

By: Wynn

I got my feet on the ground, and I don't go to sleep to dream

You got your head in the clouds and you're not at all what you seem

This mind, this body, and this voice cannot be stifled by your deviant ways

So don't forget what I told you, don't come around, I got my own hell to raise.

Fiona Apple- Sleep to Dream

Chloe Sullivan knew weird. She had a nose for it. Even before she moved to Smallville, the weird capital of the world, her father used to say that Fox Mulder had nothing on her, that Chloe and weird went together like relish and tuna fish. They just fit. Perhaps it was her predilection for sensing the weirdness of things that first drew her to Clark Kent. That boy had more weird about him than a leopard had spots, weird usually accompanied by some lame half-assed excuse that Chloe accepted again and again and again instead of the truth for reasons unknown.

Or reasons known, just carefully repressed.

But no longer.

Because Chloe prided herself on being a reporter in the truest sense of the word. She vowed from an early age to always seek the truth of things no matter how strange it may be, and Chloe always did her best to keep that vow. She lived for the truth and very nearly died for the truth, at least in the case of one Lionel "Daddy Killer" Luthor. And if Clark Kent seriously thought she wouldn't get to the bottom of his recent trip to Schizoville, he had another thing coming.

He certainly had another thing coming.

------------

The Kent kitchen, as always, smelled like a Betty Crocker cookbook come to life. A fresh baked pumpkin pie sat on the cluttered counter alongside the ingredients for Martha Kent's world famous meatloaf and mashed potatoes. Chloe dropped her satchel onto the floor and took a seat at the dining room table. She left her notebook and tape recorder in her bag. Mr. and Mrs. Kent tended to get a bit shifty at the sight of anything journalistic, and besides, a tape recorder wasn't exactly the best prop to accompany the role of 'concerned and caring friend.' Not that Chloe needed to act concerned about Clark. She was concerned about him. He obviously was going through something, something major, something that made him act like a major league asshole, so it wasn't the concerned part Chloe struggled with. It was the caring part. That and the smacking Clark upside the head for his asshattedness part, but she figured her new policy of keeping minimum safe distance from Dr. Jekyll and Mr. Clark would solve that problem.

Footsteps descended the stairs connecting the kitchen to the second floor, and Chloe attempted to smooth the scowl of Clark Kent frustration off her face. Mrs. Kent stepped into the kitchen and stopped, her hands paused in mid-wipe on a plaid kitchen towel, when she caught sight of Chloe. "Chloe, I didn't hear you come in."

"I was quiet."

"Are you here for Clark? Because he's not-"

"I know he's not here. He's at football practice. I actually came to see you, Mrs. Kent."

"Oh." Mrs. Kent moved across the kitchen, glancing once at Chloe from the corners of her eyes. She stopped before the sink and folded the plaid towel into a neat little square. Fingertips tracing the raised pattern of plaid, she said, "What can I do for you, Chloe?"

"It's not what you can do for me. It's what you can do for Clark."

"For Clark?" Mrs. Kent turned around then, a frown pulling at her brows and her mouth. "Did something happen? Is Clark all right?"

"He's fine. Physically at least. Mentally, though, he… Mentally, he…" Chloe looked away from Mrs. Kent. The woman radiated such sincere concern and motherly love that Chloe didn't have the heart to tell her that her son was batshit crazy. But then she remembered her vow to discover the truth about Clark, and how hiding the truth from Mrs. Kent wouldn't further her efforts or help Clark get some serious therapy, and soldiered on. "Maybe you should sit down," she said, gesturing to the chair beside her.

"All right." Mrs. Kent moved over to the table and sat down next to Chloe. "Are you sure Clark's-"

"Mrs. Kent, Clark is crazy."

"What?"

"He's crazy. Insane. Touched in the head. A few cards short-"

"Chloe-"

"I know this is difficult to hear, but I really think Clark needs some sort of psychological counseling. I always knew he had issues, but now they've multiplied into a whole series, and a frankly evil one at that, and I think he's starting to crack."

"Chloe-"

"Now, I'm not suggesting committing him to Belle Reve. We all know how sketchy that place can be and electroshocking someone's problems away is not the best way to deal. Just ask Lex. But maybe there's someone at Smallville General Clark could speak to. Maybe get a nice dose of Prozac from, too-"

"Chloe!" Mrs. Kent grabbed Chloe's hand and gave it a nice, firm squeeze. "I appreciate your concern. But Clark's not crazy."

"He's not?"

"No, sweetie. He's not."

Chloe leaned in for the kill. "Then how do you explain his behavior yesterday?"

Mrs. Kent let go Chloe's hand. Her eyes darted over to the pumpkin pie then floated up to the ceiling before making their way back to Chloe again. "Chloe, Clark… He's, ah, he's under a lot of stress right now, what with Jonathan's health problems and school and football-"

"Football made Clark crazy?"

Mrs. Kent smiled a tight smile. "Clark's not crazy. Just a little-"

"Stressed. From football. I remember. You know, Mrs. Kent," Chloe said as she grasped the other woman's hand and gave it a nice, firm squeeze. "I care about Clark. Very much. I'm sure you already know this. You and Clark have always had a good relationship, so he's probably talked to you about us before."

"He has. A little."

"Then I'm sure you know that Clark never felt the same way about me as I did about him."

"Chloe…"

"No, it's okay. I've accepted it. And I'm doing my best to move on. Only it's a little hard to when, just a few weeks after declaring that he only wanted to be friends with me, your son comes on to me and makes to kiss me before slamming the proverbial door in my face once again with a, 'Don't you wish.'"

"Oh god, Chloe."

"So you tell me, Mrs. Kent, what I'm supposed to think about Clark. Today he tries to apologize, but he offers no explanation for his behavior. It's like he doesn't even remember how horrible he was to me. And you say he's not crazy. So the only other thing I can think of to explain his behavior is that Clark's an asshole. And I don't want to believe Clark's an asshole. I don't want to believe he's capable of being vicious and manipulative even though in the past he's acted like that on more than one occasion. So please, Mrs. Kent," Chloe said, refusing to let the tears she wanted to cry come, "if Clark's not crazy, tell me why he acted the way he did. That's all I need to know, is why."

Mrs. Kent stared at Chloe, eyes wide, mouth open, hesitating just long enough for Chloe to know that whatever was about to come out of her mouth was another one of the distracting half-truths perfected by the Kents. Then the telephone rang and relief so strong even Chloe felt it washed over Mrs. Kent's face. Pushing away from the table, Mrs. Kent said, "I'm sorry, Chloe, but I have to take this call."

Chloe stood and grabbed her bag. "It's okay. I'll just… I'll just let myself out." Mrs. Kent nodded as she answered the phone. She watched Chloe leave, a mixture of concern, pity, and relief in her eyes, and Chloe almost felt bad for putting her on the spot like that.

Almost.

Chloe paused on the back porch and assessed her situation. Mrs. Kent might have evaded revealing the true reason for Clark's behavior, but she had eliminated one of Chloe's potential lines of thought on why Clark Kent Was a Manipulative Bastard. He might not have been crazy, but that still left drugs, government brain chips, meteor rocks, or a long hidden save for occasional flashes of sociopathic personality as probable causes for his mental manipulations.

Time to retreat to her own fortress of solitude.

------------

Faint sounds of after-school activity, mindless chatter drifting down the hallways, car engines revving and squealing out of the parking lot, the first few strains of the Smallville fight song as played by the school's marching band, reached the relative quiet of the Torch office where Chloe sat contemplating the enduring mystery that was Clark Kent. The shattered bits and pieces of her desk remained on the floor where she had found them yesterday afternoon; she had asked the late-night cleaning crew to leave the pieces be, at least until she had time to examine them.

I have to confess that I find you absolutely fascinating.

Clark Kent found her fascinating. Or at least he had said so yesterday. But his actions didn't exactly reflect his words. The only thing he seemed remotely fascinated by yesterday was Lionel Luthor.

You never know. He could get out sooner than you think.

Did Clark know something about Lionel's stay in prison that she didn't? Had Lex mentioned something to him about a possible escape attempt on Lionel's part? If so, why wouldn't Lex have told her, too? After all she more than anyone was responsible for Lionel being in prison. She was the one who gave Lex the evidence to put his father away; she was one of the star witnesses at Lionel's trial. If not for her, he'd be a free man right now.

But he wasn't.

Or wasn't supposed to be, at any rate.

Chloe booted up her computer. A little cracking into the Kansas State Penitentiary's database should let her know whether Lionel remained inmate number K67532-J or if he somehow flew the coop without her knowledge. The Smallville Torch logo appeared on her screen and, a few moments later, her computer finished booting up. Accessing the internet, Chloe used the cracking procedure given to her by one of her tech contacts to hack into the Penitentiary's database. A couple mouse clicks followed by a few key strokes and Chloe sat faced with all the intimate details in Lionel Luthor's file. A file that indicated him to be alive and accounted for, currently visiting with the resident physician.

Speaking of visiting…

Chloe eyed Lionel's visitor log for the past few days, her mouth falling open in shock as she read the list of names. Clark and Lex early yesterday afternoon- virtually at the same time. Then Clark again a few hours later, followed by Mrs. Kent herself in the early evening.

"What the hell?"

Chloe closed out of the database. She stared at the Torch logo, trying to wrap her mind around Lionel's merry parade of visitors, trying to connect it with Clark and his strange behavior yesterday. His strange behavior that included a pit-stop at her computer. Chloe brought up her home page again, this time accessing her computer's internet history files. And there it was right smack dab in the center of yesterday's visited websites: a URL that led straight to LuthorCorp.

If Lionel Luthor managed somehow to get out of prison, what do you suppose he'd do?

What was with Clark's sudden interest in Lionel Luthor? The interrogation yesterday about his potential escape, the multiple visits to the prison, using her computer to access the LuthorCorp website. Not to mention the attitude makeover. And the clothes makeover, too. The last time she had seen Clark dressed that nice was, well, never. At least not for everyday casual wear. Clark was like a little boy whenever he was forced to wear something other than flannel and blue jeans, constantly tugging at the buttons and cufflinks, squirming around like the unfamiliar fabrics burned his cotton-loving skin. But this Clark looked like a million bucks and loved every minute of it.

He looked like a million bucks…

Chloe, listen, I'm not really sure what I did to you…

I think you should go and look for some help. Some psychological help.

Chloe, a dying man has little to lose. Who knows what tactics he'll use to avoid going to prison?

…what do you suppose he'd do? About you, I mean.

Clark's not crazy.

I have to confess that I find you absolutely fascinating.

Don't you wish.

Don't you wish…

…Miss Sullivan.

"No fucking way."

------------

Lex Luthor stood in the middle of his office staring down the barrel of a gun. Chloe knew that if she had stumbled across this scene any day other than today, she would have worried about a great many things, the least of which was Lex's sanity. But today being what it was, Chloe continued her march across the ten thousand dollar Persian rug unfazed until she stood, head cocked and arms folded, right in front of the gun wielding heir apparent himself.

Lex glanced over at her and one of his eyebrows twitched as he took in her defiant stance. "Chloe. To what do I owe-?"

"Cut the crap. You know why I'm here."

"I do?"

"You do."

Lex blinked. He set the gun down on his desk and contemplated the nearby cleaning supplies for a long beat. Then he turned toward her and said, "If this is about the security man-"

"Wait a minute. What security man?"

Lex froze mid-turn. The smooth façade he wore as elegantly as one of his Armani suits flickered on his face, and Chloe could see him reach for the lie to spin her away from his accidental slip of the tongue.

Over her dead body.

"Lex, what security man?"

Lex circled around his desk instead of answering her and eased down into his chair. He stared at Chloe, lips pursed, eyes narrowed, probably weighing the respective costs and benefits of telling her the truth. She hoped he opted for the truth because she didn't think she could handle more lies and manipulation. Not today. Not from him, too.

Another minute passed and then Lex said, "The security man I've had following you since your release from protective custody."

"What?! You're having me followed? What for?"

"For your own protection."

"From what? A paper cut at the Torch?"

"From my father, Chloe." Lex shook his head and leaned forward, pinning her down with his gaze. "You think you're safe now that my father's in prison. You're not. You've experienced first hand how influential my father can be even from behind bars. He blew up your safe house to try to stop you from testifying. Then he had some maniac from Belle Reve kidnap you and try to kill you, too. Did you think he would forget all about you now that the trial's over? That he would just let you live your life free and clear while he sat locked away in prison? He-"

"All right! Enough! I get it. I understand." Chloe sank down onto Lex's couch and closed her eyes. She had been a fool to believe that everything would be over as soon as the guilty verdict had been announced, that Lionel Luthor would sit happily behind bars and forget all about the girl that helped put him there. But the lure of her old life, her normal life with the Torch and Lois and her dad and Clark, proved stronger than her reason, and she fell into her self-deception with eyes wide shut.

"Chloe, I know this is hard to hear-"

"No, it's not." She opened her eyes to find Lex crouching before her. "I mean, it is hard, but the truth always is, right?" Lex didn't say anything, but she saw the affirming look in his eyes and couldn't stop the sigh from escaping her lips. She had been such a fool. Such a stupid, stupid fool.

But fool me once, shame on you.

Fool me twice…

Chloe glanced sidelong at Lex. Tongue darting out to lick her lips, she said, "And the truth is that a dying man will do just about anything to avoid going to prison, right? Even, say, pull a Freaky Friday with Clark and go joyriding through Smallville with a brand new farm boy body."

Lex raised an eyebrow. After a beat, he said, "Clark told you about the switch? I'm surprised."

"Don't be. Because he didn't."

"The how…?" Lex's question died on his lips as his gaze hardened and sharpened on her face. She felt her heartbeat pound in her chest, once, twice, three times. He stood and said, "He came to see you."

"Not exactly. I found him in the Torch office, using my computer to try to access some LuthorCorp site."

"What did he do?"

"Nothing. Nothing. Just, he just said a few things and left."

"That's all? He didn't try to hurt you?"

"Not physically."

"What does that mean?"

"Nothing. It means nothing, Lex. He said some things, some personal things, and then he left. I really don't want to discuss it, if that's okay with you."

Chloe felt him look at her, eyes systematically searching her face for a truth she didn't want to reveal. Steeling herself, she turned and met Lex Luthor's gaze head on, unflinching, daring him to ask another question.

He didn't.

Dropping his eyes, Lex walked back over to his desk and said, "So what did Clark say happened yesterday? I assume he tried to apologize for whatever my father did."

"He did. And he didn't even think about telling me the truth. He was content to have me think him a raving loony in serious need of some psychological help instead of just telling me what really happened."

Lex's mouth twitched in what must be the Luthor version of a smile. "Clark does seem to think that most people around him can't handle the truth. Whatever that truth may be."

"Yeah. He does. But he's going to find out he's wrong." Lex turned and Chloe stood. "Very wrong."

------------

Chloe never could stay mad at Clark. No matter what he did- and over the past few years he had done a lot to piss her off- one look at his big green eyes giving kicked puppy dogs a run for their money in the whole wounded gaze of apologetic supplication department and her anger would just fade away. Magically disappear to the far off land of lost socks and car keys. It was a sickness, she knew. The one chink in her otherwise formidable frosty exterior. So Chloe prided herself on maintaining her righteous anger through the first direct assault of those big kicked puppy dog eyes.

"Chloe…" Clark stood, dropping his history book and highlighter onto the ratty tan couch behind him, as Chloe climbed the final step to the barn loft. Clark took a step forward, stopped, shoved his hands into the pockets of his jeans, and said, "I… Um, what brings you by?"

He looked so pitiful, his head down and eyes full of cautious hope, that she felt her anger start to slip away. It wasn't Clark who manipulated her, who hurt her yesterday. It was Lionel. Clark Kent wasn't a Manipulative Bastard; Lionel was. And it wasn't fair for her to be angry with Clark for something Lionel did and most likely caused. Chloe struggled to hold onto her anger, and in the ensuing silence, Clark moved another step closer. "I didn't think you'd be speaking to me again after… after…"

She waited for the lie. She waited for the truth. But all she got was, "After yesterday."

And suddenly her anger returned threefold. She expected lies from Lionel Luthor but not from Clark Kent. And that's what she was getting from him now, what she got from him yesterday, what she got from him always- lies by omission.

And she was tired of it.

"I'm not. Speaking to you again, that is. I'm here to listen. I'm here for you to tell me what really happened yesterday because I deserve an explanation."

"I know. I know you do. And I-"

"You what?"

"I- All can say is I'm sorry. I'm so sorry, Chloe."

"But not enough to tell me the truth?"

"I- I told you that there were things about me that I wouldn't be able to explain-"

"But this isn't about you, Clark! This is about me! And the fact that I had to figure out for myself that Lionel Luthor found a way out of prison by pulling a Trading Places with my best friend. My best friend who didn't even have the decency to tell me that the man who tried to kill me not once but twice can get out of prison any time his greedy little heart desires by hijacking the next available warm body."

Clark closed the distance between them and said, "But he can't, Chloe. Not anymore."

"Are you sure? Because I never thought body switching was even remotely in the realm of possibilities and look how wrong I was on that count."

"I- I just know, Chloe."

"You just know."

Clark nodded.

"That's it? That's all? You just know."

"I wish I could explain to you how this happened, Chloe. But I can't. All I can say is that it won't happen again. Please just trust me on this. You're safe. He won't hurt you again."

And Chloe believed him. Clark wore lies like he wore suits, badly and obviously. And she saw nothing but plain sincerity when she looked at him now. She closed her eyes, her anger once again beginning its slow slide to oblivion, and this time she let it. She was too tired to try to hold on to it. Besides, she could never stay mad at Clark Kent. Not for long, anyway.

Drawing in a deep breath, Chloe opened her eyes and tried for a reassuring smile. "I believe you. I just. Learning I was within five feet of Lionel and didn't even know it kind of freaked me out."

That lopsided farm boy grin she loved so much appeared on Clark's face. "Try being Lionel. Now that's freaky."

Her smile widened, and she saw Clark relax in turn. Reaching out, she playfully bumped his shoulder with her hand and said, "Why didn't you just tell me? I mean, I talked to Mrs. Kent today about seeking some sort of psychological counseling for you, and that's a conversation I doubt either one of us will want to have again. Ever."

Clark shrugged. "I don't know. It just sounded too strange. I wasn't sure you'd believe me."

"Come on, Clark. This is me. The one with an entire wall devoted to the freakier side of Smallville. If anybody's predisposed to believe in mystical body switching, it's me."

"I know."

Chloe waited for more, but more never came. She stared at Clark, and her grin started to slip off her face as he ducked his head and turned back to the couch. He grabbed his history book and highlighter and moved over to his desk by the barn window, all the while avoiding her searching gaze.

"Clark? Clark, why didn't you tell me?"

No answer.

"Why didn't you-?"

"Because I knew this was going to happen!" he said, turning back toward her. "I knew you would have questions that I wouldn't be able to answer."

"Then you should have told me the truth. That you don't know how everything happened. I would have believed you."

"Are you saying you don't now?"

"There's nothing for me to believe, Clark! You haven't told me anything. You never tell me anything. The only reason we're having this conversation right now is because I forced you into it." Chloe shook her head. Clark stood in the far corner of the barn, his arms folded across his chest, his big green eyes wary and guarded. She couldn't believe he was giving her that look, that closed off, suspicious look like he didn't- No. No, that wasn't it. That couldn't be it. She and Clark had been friends since her first day in Smallville. He couldn't not- It was impossible.

It was impossible.

She asked, "Why can't you just tell me the truth?"

And to her horror, Clark said nothing.

"Is it because, is it because you don't trust me? That's it, isn't it? You don't trust me."

"Chloe," Clark said and his voice sounded so tired, "we've had this conversation."

"I know. I know. But I thought, silly of me really, I thought that almost dying, that having to give up everything I knew, everyone I loved, to put Lionel Luthor in prison would make me worthy of your trust."

"Trust that was broken in the first place becauseyou went to Lionel to investigate me."

"And I went to Lionel to investigate you because you made it perfectly clear you had no regard for me whatsoever. Because if you had, you would have told me yourself about you and Lana, and I wouldn't have had to discover it for myself." Chloe paused and wiped away the tears slipping down her face. "If you had, you would have told me the truth about the body switch, and I wouldn't have had to discover that for myself either. But you didn't. You didn't then and you don't now, and nothing I might do in the future will ever change your mind about me, will it?

"Will it?"

She didn't bother to wait for whatever lies he was preparing to say. His hesitation spoke volumes. His hesitation spoke the truth. Clark didn't trust her.

"Chloe! Chloe, wait!"

And he never would.

------------

"Miss Sullivan."

Of all the impulsive, half thought-out plans Chloe concocted during her life, nearly all of them were connected in some way to Lionel Luthor. This plan was, of course, no exception. She sat across from Lionel, her hands clasped together on the cold metal table, ankles wrapped around the legs of the cold metal chair beneath her in a vain attempt to quell the shaking that threatened to send her hurtling through the sky like a trembling leaf. Lionel lounged in his chair, at ease with himself and the harsh prison surrounding him, one eyebrow cocked expectantly. He waited for her to speak, probably waited for her to explain why she was here (as if he didn't know), but she couldn't find her voice.

She attributed it to being overwhelmed with rage rather than fear.

Another few seconds of silence passed and then Lionel said, "I must say you were the last person I expected to ever come here."

"It wasn't high on my agenda either, but the events of the past few days sort of changed my mind."

Chloe waited for the knowing gleam to appear in his eyes, waited for the veiled allusions- never direct admissions, never- to the new evil he had wrought, but nothing came. Instead, he shifted in his chair and remained silent, his face as bare of emotion as the flat grey walls surrounding them. Chloe blinked, unable to accept that he was trying to snowball her once again. Red hot rage swept through her. She glared at Lionel and begged God, Jesus, Allah, whoever to let her look do its will and kill the insufferable bastard.

Lionel raised his other eyebrow and said, "I'm sorry. Am I supposed to know these events you're referring to?"

Chloe shook her head. "I have to say, this whole plausible deniability your skeezy lawyers told you to do is getting really old. You know exactly what I'm talking about."

A small smile appeared on his face, and for one of the few times in Chloe's life, she wanted to beat the living shit out of another human being. "I do?" he said, still smiling.

"You do. So I'm just going to say this. You asked me a question, and I thought I'd give you an answer. You wanted to know what I would do if you got out of prison?" Chloe paused. She drew in a deep breath, gathered her scattered, frantic wits, leaned forward, and said, "If you ever got out of prison and came after me again, came after me, my dad, or anyone else in my family, I'd do whatever it took to put you back in here. And if that didn't work, I'd do whatever it took to get you out of my life. Permanently."

Lionel blinked and tilted his head to the side. He regarded her with cool eyes and said, "Is that a threat, Miss Sullivan?"

"Take it however you want, MisterLuthor. I want you out of my life, and if you don't choose to say out of it, I'll keep you out. Any way I can."

With that, Chloe stood and walked away.

------------

She made it to the edge of the parking lot before she leaned over and puked. Everything was wrong; the world had turned upside down on her. Body swapping was real, Lex had someone following her, she and Clark weren't friends anymore, and she'd walked into the Kansas State Penitentiary and threatened Lionel Luthor straight to his face.

Sitting on the curb, Chloe held her head in her hands and cried. She cried the tears she wouldn't let fall for Mrs. Kent or Lex, cried the tears that started to fall for Clark and their ruined friendship, cried the tears she tried to hide from Lionel Luthor.

Some time passed (a minute? five minutes? ten?) before she could compose herself. She sensed movement nearby and looked up into the fading sun to find Lex. He stood a few feet away from her, a respectable distance for a respectable man and a girl's nervous breakdown. Standing, Chloe wiped her face on her shirt sleeve and moved within speaking distance of him. He looked past her to the prison. His face was as static as Lionel's had been, but she saw emotions in him, emotions spinning, twisting, turning in his eyes, the way he stood, in the stiff stance of his shoulders and the clench of his jaw.

She said, "He'll come after us again. Won't he?"

Lex's eyes found hers. "Probably."

Chloe shuddered and looked back at the prison. It was dark and grey like gathering storm clouds. She wondered if that made Lionel the lightning.

Turning back around, she found Lex still focused on her. Another shiver threatened to wrack her body, but she fought against it. "I'm ready," she said and closed the distance between them.

Then they turned and walked away.

------------

end