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It all boiled down to one inevitable conclusion, I was just totally clueless.

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Kara's loft is the essence of homey - it's all warm hues and comfy sofas, soft light and family pictures - and Lena's condo is a stark contrast.

Dark leather furniture pops against cream walls, polished floors are littered with glass topped tables, abstract art hangs on the walls because Lena just can't bare to look at pictures of her and Lex arm in arm smiling, (they exist though, tucked away neatly in a box, in her closet).

If Kara's place is homey then Lena's would be cold.

But Lena's come to the conclusion- curled up on the leather couch, blanket draped across her legs and glass of wine in hand watching as Kara flits about her kitchen making them popcorn - that Kara must exude that homey feel because
Lena's warm and cozy, which might be the wine, but her best friend is here and it's movie night and everything is calm and she'll take that.

"Kara I think you have enough popcorn to feed an army." Lena says with a lazy smile over her shoulder as Kara goes about dumping another scoop of popcorn into the machine.

"I know it might seem like a lot Lena," Kara says shoving a handful into her mouth, chewing it none too gently before swallowing, "but it's basically like air. Also it definitely needs more butter...ohhh and that cheddar seasoning!"

Lena watches Kara rummage through her cupboards - teeth sinking into her lower lip at the way Kara's sweater rides up and over hips -until she finds the prized seasoning, which Lena buys specifically for her.

"Victory!" Kara exclaims as she spins around with the little jar in her hand, bright smile spreading across her face.

"Just hurry Kara because I'm dying to know how," Lena picks the DVD up delicately between her fingers, "Clueless is going to play out."

"Ohhh," Kara says making a grab at her heart, "your sarcasm wounds me. And it's not my fault that we have to work our way through all of the 90s classics before we can start on more resent movies because someone hasn't seen any of them."

Lena laughs softly and takes another sip of her wine, feeling the slow spread of warmth through her stomach, perhaps even the beginning of a pleasant buzz.

Kara's beside her in an instant, bowl of popcorn on the table and glass of wine in her hand, and it takes Lena a moment to adjust.

The added warmth of Kara's shoulder brushing against her and the feel of Kara's fingers as she makes a grab for the blanket on Lena's legs, "you gotta share Lena it's colder than the fortress of solitude up in here," is making Lena dizzy, it's got her head swimming and her heart hammering against her chest.

It takes a few minutes - a few excruciatingly slow minutes- for Kara to settle and get comfortable. Lena adjusts herself now too and they're shoulder to shoulder, and hip to hip, and Lena's old gray college sweatshirt is slipping off her shoulder, just enough so that her bare skin is settled against the soft fabric of Kara's sweater and it's all Lena can think about.

And she swears Kara's just got a knack for throwing her all off balance, and she's pretty sure -almost positive actually - that best friends don't usually make the other feel that way.


It's immediate, the heat that hits Lena low in her belly, as she watches Kara's mouth form around the word.

Kara's hands are up and covering her mouth in a second, "m'sorry," is mumbled from behind them as her big blue eyes meet Lena's.

Lena wants to laugh, laugh at the sheepish look on Kara's face, laugh at the fact that she's apologizing...but her throat's gone dry and the only thing her muddled brain wants is to hear Kara say it again.

And again.

"It's just I'm sooo comfy and I forgot to put the movie in and I don't wanna get up...rock, paper, scissors for it?"

Lena gives her head a shake, cheeks flushed, as she sets her wine glass on the table beside the popcorn.

She sweeps her hair up off her shoulders and piles it into a loose knot on top of her head, she doesn't miss the way Kara's eyes follow the dip of her collar bone as she finishes the task, turning to face Kara a little more fully.

"Ready?" Lena says fist already poised in the air.

Kara gulps, nervous fingers fidgeting with her glasses, before her eyes meet Lena's, "I forgot how competitive you are," Kara whispers with a pout.

"Darling, I am a Luthor after all."

Kara loses and grumbles the whole three minutes it takes to get up and put the movie in and she makes sure to fidget for the duration of the opening credits just to prove to Lena how comfy she had been before.

Lena's sure it's meant to annoy her - the fidgeting - but damn every time Kara shifts a different part of her comes in contact with Lena's side and it's torture.

Eventually Kara settles and Lena can feel every single point of contact between them, the way her knee is pressing lightly into Kara's thigh, the way Kara's fingers are just barely brushing against the bare skin of her shoulder, and she wonders if Kara can hear the dramatic thudding of her heart or if her glasses help to block that out too.

Lena wants to be watching the movie, honestly if she had a choice that's what she'd pick, it would definitely not be the never ending loop of Kara's lips mouthing the word fuck that is currently playing in her mind.

She can't shake it and she's starting to think that her third glass of wine might be making it worse.

Lena's eyes aren't even on the television any more, and she feels bold, looking at Kara this way. She knows that if Kara turns her head even a fraction she'd be able to see the hunger in her eyes.


There's a dull thud as the popcorn bowl hits the ground.

"Fuck, I'm sorry Lena, gosh, the popcorn bowl it slipped and I'm just..." Kara's babbling but Lena can't hear her.

"Say it again." The words are out before Lena can stop them.

"Sorry...Lena I'm so sorry, your fancy rug, and,"

"No not sorry Kara." Lena's voice is low and Kara's never heard it sound this way before.

Kara's brows draw together in confusion, "Lena?"

Lena's got her fingers wrapped around Kara's wrist, "say it again."

Kara's eyes are wide, her pink tongue darting out to wet her now dry lips, "fuck?"

Lena bites her lip and gives Kara a jerky nod and she's straddling Kara in a heart beat, blanket slipping to the floor as her thighs come to rest on either side of Kara's.

Kara's hands are feather light on Lena's thighs and it's not near enough.


Lena's hands cover Kara's atop her thighs, closing around them until Kara's fingers are digging into the soft flesh of her thighs, just shy of painful. Lena craves it - the marks - Kara's marks on her.

Kara's lashes flutter closed as Lena settles her full weight on top of her - her fingers instinctively flexing, tightening and digging in the slightest bit more - and it has Lena whimpering against Kara's lips.

"I want you Kara." Lena's voice is all low and rough against her throat and the heat is making it thick, making the words get stuck and tumble out slow but Kara's pulling her closer and her hands are leaving Lena's thighs and sliding up to her hips, fingers pressing in hotly, and it seems fast...but god, it's not, it's slow and it's been building for the better part of a year.

"Kara?" It's a question and it has to be answered before this goes any further.

Kara's fingers are skimming up her hips and under her sweater and her fingers are dancing up each notch of her ribs and Lena's trying to catch her breath but it's impossible, especially when Kara's thumbs graze the underside of her breasts.

Kara's got her bottom lip pulled between her teeth, blush staining her cheeks, and blue eyes wide beneath the lenses of her glasses.

Lena's fingers are tangle in Kara's hair, blonde strands curl soft in her hands, and she gives a small tug to try and catch Kara's attention but Kara moans, head falling back against the back of the couch and Lena's hips push down against her at the sound.

"Kara?" Lena's getting desperate and she can't stop the rhythm her hips have set, and god, on every downward roll Kara's hands slide just a little bit higher on her breasts, thumbs all but grazing her nipples.

"Yes," Kara's nodding her head, fingers grasping the hem of Lena's sweatshirt and tugging it over her head, letting it fall carelessly to the floor. "Fuck Lena," Kara's breathless and her fingers are tracing patterns against the skin on Lena's back.

Lena's tongue traces up the strong line of Kara's neck till her teeth are nipping at the lobe of her ear. "Again," it's followed by a gentle tug of blonde hair.

Kara's eyes are squeezing shut and Lena's breath is hot at her neck, tongue licking at the soft skin just below her ear. Kara's hands run the length of Lena's back, up her stomach, fingers grazing her nipples, and settle at her neck, thumbs rubbing along the skin of her jaw.

Lena blinks and Kara is right there and she feels the tip of Kara's tongue flick out hot against her lips and they part instantly but Kara's tongue is already gone and Lena's rocking forward trying to chase it and she gets close because Kara's lips are almost on hers now.

"I want you to fuck me Lena."

Lena moans into Kara's mouth, sucking her bottom lip between her own, and is hit with the hard realization that Kara Danvers isn't maybe quite as naive as she appears to be.

Lena tugs on the neck of Kara's sweater, "off," and her fingers dip below the waist band of her sweats, "these too." She slides off Kara allowing her the room to strip down.

Kara's gorgeous but Lena already knows this. She's all strong muscles and soft skin and it's maddening.

In the span of a few seconds Kara's down to just a pair of cotton boy cut panties, her fingers dip below the band but before she can pull them off too Lena's got her hand there, "leave these."

Kara just nods and lets Lena push her back down onto the couch.

Lena's knees connect with the carpet as her hands land mid way up on Kara's thighs, making her breath catch.

Kara's legs fall open on instinct allowing Lena to move forward, hands sliding up even further until her thumbs are brushing at the creases of Kara's thighs.

Lena can smell her and she doesn't even hesitate just leans forward, mouth open, and licks a hot line over the cotton of Kara's panties.

Lena can taste her, even through the fabric and she wants more, lays her tongue flat against Kara and sucks.

"Lena," it's a strangled gasp but it's all Kara can manage as her hands wrap around Lena's elbows and tug up until she's straddling her again, "don't tease." Then Kara's licking into her mouth all hot and needy, and Lena's not sure she's going to last much longer.

Kara's fingers are dipping under Lena's shorts and gliding across every inch they can but god it's fleeting and not enough, not by a long shot, but then Kara's got her fingers in her mouth, mewling, tongue swirling around to lick them clean.

And Lena's done, grabs Kara's wrist and pulls the fingers from her mouth with a pop. She leans forward making sure to catch Kara's eyes with hers before she slides two of Kara's fingers into her own mouth, teeth grazing and tongue swirling the length of them before Lena pulls them out and slides them down and into her shorts.

Kara's fingers slide over her clit, just once, before Lena is grinding down on them.

Their kisses are messy and Kara is stretching her in the best way and Lena knows she's not going to last long, "Kara please."

"Please what Lena? Please..." Kara's nipping at her earlobe, breath coming in fast pants against Lena's ear, "please fuck you?"

Lena clenches hard around Kara's fingers and there's no doubt in her mind Kara knows exactly what she's doing.

"Yes." Lena's panting and Kara's leaving gentle open mouth kisses along her neck as her fingers curl inside of her, but Lena needs more. "Mark me."

Lena can feel Kara's groan against her neck which is followed by the sting of her teeth scraping against her skin. Then it's all suction and Kara's thumb is bumping against her clit with every thrust and that's all Lena needs and she's tumbling over that edge, clenching around Kara's fingers.

Kara's kissing Lena, messy and sticky and perfect, and she's whispering about how beautiful she is and Lena knows Kara means it and it makes her heart ache.

Lena's got Kara on her back panties around her ankles before Kara can even blink. Lena's lips are everywhere, kissing a hot path straight down Kara's chest, over her abs, teeth biting into her hip bones, before Lena's tongue is licking a broad swipe directly over Kara's clit.

"Fuck Lena" Kara's trying to keep still but Lena is testing the control Kara thought she had mastered. "Stop, Lena," Kara's panting, " I can't I-I-I'm not in control."

Lena crouches on her knees, understanding in her eyes and Kara scoots up against the arm of the sofa.

"Touch yourself."

Kara moans and instantly obeys, fingers skating over the wetness between her legs.

"I wish it was my tongue Kara." Lena's words are deep, thick with arousal, and sending Kara right to the edge. "God I want your hands tangled in my hair holding me exactly where you want me..."

"Len-a" Kara's voice is high and her fingers are moving at super speed, Lena's almost positive that they're just vibrating against her clit.

"My tongue sliding against every inch of you, faster, and faster, and faster until-" Lena doesn't get to finish because Kara's moaning her name all soft and breathy and if this is Kara undone - all glowing skin and disheveled hair - then Lena's pretty sure it's something she wants to see for the rest of her life.

Kara's phone is buzzing and Lena knows it Alex, knows the DEO needs Supergirl, and Kara is pulling her sweater over her head, "ya Al I'll be there in five. I'm fine....I sound breathless? Alex I'm an alien I don't get breathless. No please don't put Maggie on, hi Maggie." Kara rolls her eyes smiling a lopsided smile at Lena as she watches Lena get dressed. "You can't hear a smile Maggie. Lena? No we're just friends. No benefits. Except the benefit of friendship. Obviously."

Lena can't hold back the laugh and Kara's trying to hang up before Maggie can hear her, but Lena's pretty sure it was a little too late.

They're on the balcony now, Kara's ready to fly off but Lena's hand stops her, the kiss against Kara's lips is gentle and it is has Lena aching to curl up in bed with her, "Kara?"

"Mhmmm." Kara's got her fingers dancing along the curve of Lena's shoulder and it's distracting.

"Is there anyway you can get the red sun lamp schematics from Alex, of course I could make my own but this will save me time so I can," Lena stands up on her tip toes lips brushing the shell of Kara's ear, "fuck you properly Supergirl."

Kara groans, "you're killing me Lena." 

"Well it's a good thing you're a Super then."