1
00:00:30,809 --> 00:00:32,904
Hi.

2
00:00:37,024 --> 00:00:39,620
What?

3
00:00:39,630 --> 00:00:42,928
I just want to remember this moment.

4
00:00:44,141 --> 00:00:46,336
This should help.

5
00:00:57,976 --> 00:01:00,873
We should go somewhere.

6
00:01:01,484 --> 00:01:02,977
Why?

7
00:01:02,988 --> 00:01:05,584
I'm happy right here.

8
00:01:05,594 --> 00:01:08,992
No, I mean, we should leave Smallville.

9
00:01:09,404 --> 00:01:12,802
We should go see the world, Lana --
all the places you've ever dreamed of.

10
00:01:15,218 --> 00:01:17,513
How about paris?We'll have
breakfast at the eiffel tower.

11
00:01:17,524 --> 00:01:19,117
Yeah, right.

12
00:01:19,128 --> 00:01:20,421
I'll fly you there myself.

13
00:01:20,431 --> 00:01:26,536
You have a lot of powers, Clark, but
last I heard, flying wasn't one of them.

14
00:01:28,451 --> 00:01:32,350
You make me feel like I can fly.

15
00:01:32,360 --> 00:01:34,655
I'd better go.

16
00:01:34,666 --> 00:01:38,565
I have a meeting at the foundation.

17
00:01:40,180 --> 00:01:44,480
I tell you what -- I'll
make us a special dinner...

18
00:01:44,490 --> 00:01:48,489
our very own paris.

19
00:01:55,918 --> 00:01:57,010
What a beautiful day.

20
00:01:57,021 --> 00:02:00,720
I almost forgot what
the sun looked like.

21
00:02:00,730 --> 00:02:07,336
The sun's got nothing on you.
Why don't you close those curtains?

22
00:02:12,158 --> 00:02:15,556
I guess I could spare
a few extra minutes.

23
00:02:23,787 --> 00:02:27,285
I love you, Clark Kent.

24
00:03:49,933 --> 00:03:51,918
Mr.Luthor.

25
00:03:51,928 --> 00:03:57,206
Ah, if you've come to complain about my
son's recent acquisition of your newspaper --

26
00:03:57,217 --> 00:03:58,504
this isn't about the paper.

27
00:03:58,514 --> 00:04:01,497
It's about something a
little more personal...

28
00:04:02,805 --> 00:04:05,289
paternity.

29
00:04:05,300 --> 00:04:07,485
You know, I've dealt with
nuisances like this before,

30
00:04:07,495 --> 00:04:11,077
but from the editor of the daily planet?

31
00:04:13,282 --> 00:04:15,367
I'm already late for my meeting.

32
00:04:15,378 --> 00:04:18,162
I admit I'm not above
embellishing a story,

33
00:04:18,172 --> 00:04:21,155
but I couldn't cook
up something like this.

34
00:04:21,166 --> 00:04:23,251
What if I told you the only
reason I'm standing here is

35
00:04:23,261 --> 00:04:26,943
because Lex Luthor
missed his baby brother?

36
00:04:41,722 --> 00:04:44,605
Pretty amazing, huh?

37
00:04:45,015 --> 00:04:49,196
Using dna from the cord
blood of your deceased son,

38
00:04:49,206 --> 00:04:51,990
Lex created a carbon copy.

39
00:04:56,490 --> 00:04:57,976
Call me Julian...

40
00:04:57,987 --> 00:05:00,072
Dad.

41
00:05:00,481 --> 00:05:03,065
Lex warned me not to see you.

42
00:05:03,076 --> 00:05:06,358
He thinks I'm risking my
life just standing here.

43
00:05:06,568 --> 00:05:11,946
But I'm in control of my life now,
and I plan to attack it head-on.

44
00:05:14,252 --> 00:05:17,834
A courageous point of view.

45
00:05:18,642 --> 00:05:22,523
If you've got a problem with
me, let's settle it right now.

46
00:05:22,534 --> 00:05:26,216
Problem?

47
00:05:26,226 --> 00:05:29,508
If you truly are my flesh and blood...

48
00:05:33,411 --> 00:05:37,192
I'd like to get to know you...son.

49
00:05:46,684 --> 00:05:48,971
Hey, beautiful.

50
00:05:49,680 --> 00:05:51,767
What'd you find?

51
00:05:51,777 --> 00:05:54,363
Another homeless man
was murdered today --

52
00:05:54,374 --> 00:05:57,859
Seventh in the last two weeks.

53
00:05:58,968 --> 00:06:00,655
The police think it was a serial killer,

54
00:06:00,665 --> 00:06:05,049
but I think that we may have found
the Kryptonian computer you mentioned.

55
00:06:05,060 --> 00:06:07,946
Brainiac

56
00:06:07,956 --> 00:06:10,243
The brain interactive construct.

57
00:06:10,253 --> 00:06:11,641
Why do you think it's him?

58
00:06:11,651 --> 00:06:14,237
From the victims' coroner reports.

59
00:06:14,248 --> 00:06:17,134
All of the bodies were found
drained of their trace metals,

60
00:06:17,144 --> 00:06:20,429
just like that
technician from Lex's lab.

61
00:06:22,237 --> 00:06:26,721
Why do you think this thing
is killing random people?

62
00:06:26,731 --> 00:06:31,414
It must be regenerating, using the
trace metals from the human bodies.

63
00:06:31,425 --> 00:06:34,910
Clark, you have to stop it.

64
00:06:35,720 --> 00:06:38,306
The problem is, if it
doesn't want to be found,

65
00:06:38,316 --> 00:06:40,702
it can literally disappear
into the woodwork.

66
00:06:40,713 --> 00:06:43,699
I might be able to help with that.

67
00:06:45,108 --> 00:06:49,991
All of the bodies were found randomly
scattered across the district,

68
00:06:50,001 --> 00:06:54,984
so I triangulated the attacks
to find a possible home base.

69
00:06:54,995 --> 00:06:57,381
Suicide slums.

70
00:06:57,392 --> 00:06:59,679
I'm impressed.

71
00:07:00,488 --> 00:07:04,372
Chloe's not the only one who knows
her way around a computer now.

72
00:07:05,082 --> 00:07:08,667
What would I do without you?

73
00:07:55,117 --> 00:08:00,752
You've fallen far from your ivory
tower, haven't you, professor?

74
00:08:04,129 --> 00:08:06,595
You're not Kal-El.

75
00:08:07,299 --> 00:08:09,666
I'm the
new-and-improved version.

76
00:08:10,468 --> 00:08:14,221
Don't fool yourself, phantom.

77
00:08:14,231 --> 00:08:19,173
You're nothing more than a failed lab
experiment dressed up in a Kryptonian's body.

78
00:08:20,174 --> 00:08:21,748
Where is the boy scout?

79
00:08:21,759 --> 00:08:23,432
Not sure.

80
00:08:23,442 --> 00:08:26,007
His martian friend took me prisoner.

81
00:08:26,017 --> 00:08:27,789
But I managed to escape.

82
00:08:27,800 --> 00:08:29,969
When I got back, Kent was gone.

83
00:08:29,979 --> 00:08:31,850
So, I thought I'D...

84
00:08:31,861 --> 00:08:33,930
step into his shoes.

85
00:08:33,941 --> 00:08:36,010
You know what?They fit perfectly.

86
00:08:36,020 --> 00:08:39,179
Aren't you concerned
how Kal-El will react

87
00:08:39,190 --> 00:08:41,259
when he comes home to find
you in bed with his girlfriend?

88
00:08:41,270 --> 00:08:42,646
No.

89
00:08:42,656 --> 00:08:45,122
If Kent was alive, he'd be back by now.

90
00:08:45,132 --> 00:08:47,697
Trust me --
he's long gone.

91
00:08:47,707 --> 00:08:49,182
Well...

92
00:08:49,193 --> 00:08:51,461
lucky you.

93
00:08:52,461 --> 00:08:54,035
But there is one problem.

94
00:08:54,046 --> 00:08:56,908
The yellow sun -- it
turns my skin to stone.

95
00:08:56,918 --> 00:09:00,275
It's only a matter of time before
someone figures out that I'm not Kent.

96
00:09:00,286 --> 00:09:03,643
I know how smart you are.I
thought you could help.

97
00:09:03,653 --> 00:09:08,198
Hmm, try a good sunscreen
-- wide-brimmed hat, perhaps.

98
00:09:08,209 --> 00:09:10,179
Kal-El nearly destroyed you.

99
00:09:10,190 --> 00:09:13,250
Help me, or I promise...

100
00:09:13,260 --> 00:09:15,429
I'll finish the job.

101
00:09:15,439 --> 00:09:18,400
I'm in no condition to help you.

102
00:09:18,410 --> 00:09:20,380
But...

103
00:09:20,391 --> 00:09:22,956
there is someone.

104
00:09:25,541 --> 00:09:27,412
A Kryptonian.

105
00:09:27,423 --> 00:09:31,077
He came to earth years ago and stayed.

106
00:09:31,087 --> 00:09:35,434
His name is Dax-Ur -- one of
Krypton's greatest scientists.

107
00:09:35,445 --> 00:09:38,208
He'll know how to fix you.

108
00:09:39,110 --> 00:09:41,378
How can I find him?

109
00:09:41,388 --> 00:09:43,160
Well, when Kryptonians
traveled through a portal,

110
00:09:43,170 --> 00:09:45,537
they carried a beacon so
they could be located --

111
00:09:45,547 --> 00:09:50,885
a small shield-shaped device, synchronized
to their individual genetic code.

112
00:09:50,896 --> 00:09:52,965
Dax-Ur's fell into human hands.

113
00:09:52,975 --> 00:09:55,936
Find it, and you'll find him.

114
00:09:55,947 --> 00:09:58,215
Are you, uh...

115
00:09:58,918 --> 00:10:00,492
are you telling me the truth?

116
00:10:00,503 --> 00:10:03,167
Lying to you would be
like lying to a mollusk.

117
00:10:03,177 --> 00:10:05,544
There's no point.

118
00:10:09,218 --> 00:10:15,150
If this doesn't check out, I'll shove
you back into the test tube myself.

119
00:10:29,447 --> 00:10:31,935
looks like some people lost their jobs.

120
00:10:31,945 --> 00:10:34,633
Casualties of the new
commander in chief, Lex Luthor.

121
00:10:34,644 --> 00:10:38,332
Out with the old, in with the new
and easily controlled.What's up?

122
00:10:38,342 --> 00:10:41,430
I need you to help me find
someone -- a Kryptonian scientist.

123
00:10:41,440 --> 00:10:42,929
Another Kryptonian?

124
00:10:42,940 --> 00:10:44,928
Jeez, Clark, I'm starting
to think that earth

125
00:10:44,938 --> 00:10:47,926
was your home planet's
top tourist destination.

126
00:10:47,937 --> 00:10:49,326
How'd you hear about this guy?

127
00:10:49,336 --> 00:10:51,025
Jor-el told me.

128
00:10:51,035 --> 00:10:55,622
Look, Clark, usually, I'm right there to
help, but right now, my hands are so full.

129
00:10:55,633 --> 00:10:58,721
And, uh, no offense, but Kryptonians
aren't exactly low maintenance.

130
00:10:58,731 --> 00:11:01,919
Chloe, the only way I'm gonna find this
guy is to hunt down the tracking device.

131
00:11:01,930 --> 00:11:03,619
Now, there's a rumor
that some people found it.

132
00:11:03,629 --> 00:11:06,117
I thought the planet's
archive might show a record.

133
00:11:06,128 --> 00:11:07,517
Clark, look around.

134
00:11:07,527 --> 00:11:10,515
Lex launched a torpedo through
the hull of the daily planet,

135
00:11:10,525 --> 00:11:13,313
and I'm just barely
hanging onto the lifeboat.

136
00:11:13,324 --> 00:11:14,313
Can't this wait?

137
00:11:14,323 --> 00:11:16,611
It will only take a second, Chloe.

138
00:11:16,622 --> 00:11:19,310
As soon as I find out who has this
shield, I'll be out of your hair.

139
00:11:19,321 --> 00:11:21,110
Shield?

140
00:11:21,120 --> 00:11:24,408
Don't you already have one of those?

141
00:11:26,917 --> 00:11:30,305
The Kryptonian S.O.S.From
the time capsule?Remember --

142
00:11:30,315 --> 00:11:32,503
beauty pageant, gorgeous gold diggers?

143
00:11:32,514 --> 00:11:34,902
Yeah.

144
00:11:39,310 --> 00:11:45,796
Clark, why don't you go home and just
take a breather, and I'll call you later?

145
00:11:46,207 --> 00:11:48,695
Where is it, Chloe?

146
00:11:54,103 --> 00:11:55,292
I'm sorry.

147
00:11:55,302 --> 00:11:57,290
I just really need to find it.

148
00:11:57,301 --> 00:11:59,889
I was hoping you could jog my memory.

149
00:12:01,699 --> 00:12:03,787
You never forget anything.

150
00:12:03,798 --> 00:12:06,986
Your mind's like a titanium trap.

151
00:12:06,996 --> 00:12:11,483
Look, do you remember where
I put the shield or not?

152
00:12:12,293 --> 00:12:15,081
I'm sorry, Clark. I can't help you.

153
00:12:25,387 --> 00:12:27,173
Dad.

154
00:12:27,183 --> 00:12:28,470
Boundaries.

155
00:12:28,480 --> 00:12:32,860
Lex, what is so damn important you had
to pull me out of a crucial negotiation?

156
00:12:32,870 --> 00:12:35,154
Well, according to the
Luthorcorp visitors' log,

157
00:12:35,165 --> 00:12:37,749
Grant Gabriel came to see you yesterday.

158
00:12:39,256 --> 00:12:44,035
He did, yes, to discuss
one of your latest projects.

159
00:12:44,045 --> 00:12:46,729
Mr.Gabriel is at the center of it.

160
00:12:46,739 --> 00:12:49,223
You've always shunned newspapers, Dad.

161
00:12:49,234 --> 00:12:52,117
You used to tell me they're
nothing but lies delivered daily.

162
00:12:52,127 --> 00:12:55,010
I may have underestimated
the power of the media.

163
00:12:55,021 --> 00:13:00,698
And I was curious about
your trusted lieutenant.

164
00:13:00,709 --> 00:13:02,095
And what'd you think of him?

165
00:13:02,105 --> 00:13:03,791
Insightful...

166
00:13:03,802 --> 00:13:06,086
courageous...

167
00:13:06,097 --> 00:13:11,175
direct -- your
exact opposite, Lex.

168
00:13:11,185 --> 00:13:13,370
Yeah, well, keep your distance.

169
00:13:13,381 --> 00:13:15,965
I'll deal with Grant myself from now on.

170
00:13:15,975 --> 00:13:18,958
You say that as if he belongs to you.

171
00:13:19,667 --> 00:13:23,548
Now, Grant Gabriel is an adult.

172
00:13:23,558 --> 00:13:26,641
You may be his employer, but, uh...

173
00:13:27,150 --> 00:13:30,732
you can't claim him as if
he were a piece of property.

174
00:13:33,835 --> 00:13:37,616
You know, don't you?

175
00:13:37,926 --> 00:13:41,108
Do you believe you have the
right to recycle your dead brother

176
00:13:41,119 --> 00:13:44,102
as if he were part of
some sick vanity project?

177
00:13:44,113 --> 00:13:46,597
Well, I only did what you
never had the guts to do.

178
00:13:46,607 --> 00:13:48,393
What you've done is depraved.

179
00:13:48,403 --> 00:13:50,787
You disgust me!

180
00:13:51,995 --> 00:13:56,075
You're telling me you wouldn't
want to see Julian again?

181
00:13:56,086 --> 00:14:00,865
To look into the eyes
of the son you lost?

182
00:14:02,273 --> 00:14:05,655
It's you I've lost.

183
00:14:05,665 --> 00:14:09,147
It's you I've lost.

184
00:14:34,203 --> 00:14:36,187
- Lana.
- Chloe.

185
00:14:36,197 --> 00:14:37,582
What are you doing here?

186
00:14:37,593 --> 00:14:39,078
I was actually looking for Clark.

187
00:14:39,088 --> 00:14:42,567
He came by the daily planet,
and he was acting beyond weird.

188
00:14:42,578 --> 00:14:45,658
Have you noticed anything
different about him recently?

189
00:14:45,669 --> 00:14:48,450
Yeah, I have.

190
00:14:48,959 --> 00:14:52,937
He's finally opened up and let me in.

191
00:14:53,446 --> 00:14:57,025
Chloe, he's more
understanding than ever.

192
00:14:58,032 --> 00:15:04,203
Lana, he insisted that I help him find
a Kryptonian shield that he already has.

193
00:15:04,214 --> 00:15:07,095
The Clark I know would never
forget something like that.

194
00:15:07,106 --> 00:15:10,585
Well, maybe you don't know
him as well as you think.

195
00:15:10,595 --> 00:15:12,878
After everything he's been through,

196
00:15:12,889 --> 00:15:17,166
I think he's just taking some
time to focus on his own happiness.

197
00:15:18,572 --> 00:15:21,453
His priorities are different.

198
00:15:22,261 --> 00:15:23,646
Well, his priorities may be different,

199
00:15:23,657 --> 00:15:27,934
but his personality is
in a whole other universe.

200
00:15:27,944 --> 00:15:32,420
Lana, I've been a part of Clark's
inner circle for a while now.

201
00:15:32,431 --> 00:15:34,813
I know when he's not himself.

202
00:15:34,824 --> 00:15:40,497
Chloe, maybe it's time for
you to let go of him a little.

203
00:15:40,507 --> 00:15:42,690
I'm not hanging on.

204
00:15:42,701 --> 00:15:46,778
There's something wrong with him.

205
00:15:47,189 --> 00:15:49,472
Hey.

206
00:15:49,482 --> 00:15:52,363
Chloe, you seem a little tense.

207
00:15:54,767 --> 00:15:58,047
Did you tell her about the move?

208
00:15:58,356 --> 00:16:01,337
What move?

209
00:16:02,843 --> 00:16:05,824
I wasn't gonna say anything
until it was official,

210
00:16:05,834 --> 00:16:09,214
but after Lana and i
tie up a few loose ends,

211
00:16:09,224 --> 00:16:11,906
we're leaving Smallville...

212
00:16:11,916 --> 00:16:15,794
together.

213
00:16:20,890 --> 00:16:23,671
I don't know what to say.

214
00:16:29,564 --> 00:16:32,944
Actually, I think I should just go.

215
00:16:38,837 --> 00:16:41,120
She okay?

216
00:16:41,130 --> 00:16:44,111
She thinks that there's
something wrong with you.

217
00:16:44,121 --> 00:16:45,506
She says that you went to see her

218
00:16:45,517 --> 00:16:49,993
and you completely forgot about
this Kryptonian shield that you have.

219
00:16:50,004 --> 00:16:53,982
I didn't forget anything.I
just can't find it anywhere.

220
00:16:53,992 --> 00:16:56,973
I think Kara might have taken it.

221
00:16:56,984 --> 00:17:02,856
Well, if it's Kryptonian, do you think
that she brought it up to the fortress?

222
00:17:02,866 --> 00:17:05,248
Right.

223
00:17:05,957 --> 00:17:09,037
The fortress.

224
00:17:28,991 --> 00:17:30,964
Jor-El?

225
00:17:31,880 --> 00:17:33,935
I'm searching for something.

226
00:17:34,522 --> 00:17:36,660
I think Kara may have brought it here.

227
00:17:36,669 --> 00:17:39,467
Leave here at once, phantom.

228
00:17:41,623 --> 00:17:43,843
And what if I don't?

229
00:17:45,916 --> 00:17:49,788
You're just a voice, Jor-El
-- an echo from the past.

230
00:17:54,196 --> 00:17:58,315
What are you gonna do,
lecture me to death?

231
00:17:58,324 --> 00:18:00,049
You are not welcome here.

232
00:18:00,058 --> 00:18:01,866
Don't worry, Jor-El.

233
00:18:03,113 --> 00:18:06,159
I'll find it sooner or later.

234
00:18:19,497 --> 00:18:23,451
The last phantom has returned, Kal-El.

235
00:18:25,203 --> 00:18:28,249
You must defeat him.

236
00:18:33,035 --> 00:18:34,265
Lana?

237
00:18:34,274 --> 00:18:36,082
Lana?

238
00:18:44,778 --> 00:18:46,596
Lana?

239
00:20:06,038 --> 00:20:07,527
Change of plan.

240
00:20:07,537 --> 00:20:09,326
We have a problem.

241
00:20:09,336 --> 00:20:11,424
Having trouble finding your scientist?

242
00:20:11,435 --> 00:20:13,323
The boy scout's back.

243
00:20:13,334 --> 00:20:17,221
The prodigal son of
Krypton has returned.

244
00:20:18,031 --> 00:20:19,320
I need to kill him.

245
00:20:19,330 --> 00:20:22,418
When I get near green Kryptonite,
I drain him of his power.

246
00:20:22,429 --> 00:20:24,218
That's not a problem.I'll do it.

247
00:20:24,228 --> 00:20:27,915
Look at yourself.You
can barely catch a rat.

248
00:20:28,825 --> 00:20:33,112
I am the brain interactive construct.

249
00:20:33,123 --> 00:20:36,011
No matter my form, my
intellect remains formidable.

250
00:20:36,021 --> 00:20:38,409
Do not underestimate me.

251
00:20:38,420 --> 00:20:40,608
You should continue
your search for Dax-Ur.

252
00:20:40,619 --> 00:20:44,107
Not before I get Lana away from Clark.

253
00:20:45,016 --> 00:20:47,704
Fall prey to the same human
emotion as your counterpart,

254
00:20:47,715 --> 00:20:50,003
you open yourself up
to the same weakness.

255
00:20:50,013 --> 00:20:52,501
Perhaps you two aren't
so different after all.

256
00:20:52,512 --> 00:20:55,100
He's nothing like me.

257
00:20:55,111 --> 00:20:58,798
Well, then strategy dictates
that we divide and conquer.

258
00:20:58,809 --> 00:21:04,895
Once I divert Kal-El, you can fetch
the young object of your affection.

259
00:21:24,495 --> 00:21:25,885
Lionel, the phantom's back.

260
00:21:25,895 --> 00:21:28,685
He's been living with Lana while
I've been trapped in the fortress.

261
00:21:28,695 --> 00:21:30,285
Oh, my god.

262
00:21:30,296 --> 00:21:31,486
Is she all right?

263
00:21:31,496 --> 00:21:32,586
She's a little shaken up.

264
00:21:32,596 --> 00:21:34,286
I took her to oliver queen's apartment.

265
00:21:34,297 --> 00:21:36,587
I need to get rid of
this thing for good.

266
00:21:36,597 --> 00:21:38,187
I don't know how to defeat it.

267
00:21:38,198 --> 00:21:40,988
You're Jor-El's emissary.Do
you have any ideas?

268
00:21:40,998 --> 00:21:46,989
The only way to destroy the phantom
is to expose it to blue Kryptonite.

269
00:21:46,999 --> 00:21:48,789
I don't understand.

270
00:21:48,800 --> 00:21:50,790
Everything affects us in opposite ways.

271
00:21:50,800 --> 00:21:53,690
If blue Kryptonite takes away my
abilities, won't it make him stronger?

272
00:21:53,701 --> 00:21:57,091
Yes, but his power will
increase exponentially.

273
00:21:57,102 --> 00:21:59,492
His body won't be able to contain it.

274
00:21:59,502 --> 00:22:02,792
It's like a light bulb being
powered by a nuclear reactor.

275
00:22:02,803 --> 00:22:05,893
Jor-El's ring was made of blue
Kryptonite, but it was destroyed.

276
00:22:05,904 --> 00:22:08,394
How am i supposed to find more?

277
00:22:08,404 --> 00:22:14,395
Clark, I believe there is another
Kryptonian living here on earth.

278
00:22:14,406 --> 00:22:16,196
Dax-Ur.

279
00:22:16,206 --> 00:22:21,997
He is a scientist who came to study the effect
of the yellow sun on Kryptonian minerals.

280
00:22:22,007 --> 00:22:26,798
If you can find him, he
will have what you need.

281
00:22:26,808 --> 00:22:30,398
Why didn't you tell me about him before?

282
00:22:31,009 --> 00:22:33,699
He disappeared.

283
00:22:33,710 --> 00:22:40,201
He made a journey here over a
century ago, and then he vanished.

284
00:22:40,211 --> 00:22:43,201
The shield.

285
00:22:43,212 --> 00:22:45,602
It's a Kryptonian S.O.S.

286
00:22:45,612 --> 00:22:48,502
I found it in a time capsule that
was buried over a hundred years ago.

287
00:22:48,513 --> 00:22:50,903
It may belong to this scientist.

288
00:22:50,914 --> 00:22:53,204
You may have found his beacon.

289
00:22:53,214 --> 00:23:00,205
If you activate it, it should
lead you directly to him.

290
00:23:00,216 --> 00:23:03,406
I don't know how to work it.

291
00:23:03,416 --> 00:23:06,706
Sound recognition.

292
00:23:07,017 --> 00:23:08,707
Put it in your hand.

293
00:23:08,718 --> 00:23:11,308
Speak his name.

294
00:23:11,318 --> 00:23:15,909
I believe that the
device will do the rest.

295
00:23:40,225 --> 00:23:41,515
Chloe.

296
00:23:41,525 --> 00:23:43,315
Thank god you're okay.

297
00:23:43,326 --> 00:23:44,616
Okay?

298
00:23:44,626 --> 00:23:46,616
I just found out you and
Lana are leaving Smallville.

299
00:23:46,627 --> 00:23:48,717
I am nowhere near okay.

300
00:23:48,727 --> 00:23:51,918
No, Chloe.That wasn't
me.That was the phantom.

301
00:23:51,928 --> 00:23:55,619
I've been trapped in the fortress.

302
00:23:56,530 --> 00:24:01,021
That would definitely
explain the bizarre behavior.

303
00:24:01,832 --> 00:24:04,322
How do I know you're the real Clark?

304
00:24:04,333 --> 00:24:06,923
Chloe, it's me.

305
00:24:06,933 --> 00:24:08,123
Now, look, I know how
to destroy the phantom.

306
00:24:08,134 --> 00:24:14,626
I just need the Kryptonian shield in order
to do it, but I can't find it anywhere.

307
00:24:14,636 --> 00:24:17,526
That was what the other
Clark was looking for.

308
00:24:17,537 --> 00:24:22,628
Chloe, look me in the eye.

309
00:24:22,639 --> 00:24:24,529
Nice try.

310
00:24:24,539 --> 00:24:28,130
But from what I've heard, everything
about the two of you is exactly the same,

311
00:24:28,141 --> 00:24:31,932
right down to your baby blues.

312
00:24:31,942 --> 00:24:41,135
If I was the phantom, direct
sunlight...would make my face change.

313
00:24:41,845 --> 00:24:45,536
It's me.

314
00:24:46,047 --> 00:24:48,737
Oh, my god.Thank god it's you.

315
00:24:50,748 --> 00:24:53,738
Your domineering double
had me seriously worried.

316
00:24:53,749 --> 00:24:58,440
I need to destroy him, but I
can't do it without that shield.

317
00:24:58,751 --> 00:25:01,241
I think I can help.

318
00:25:08,854 --> 00:25:11,644
The way you were acting, I didn't know
what would happen if you found this thing,

319
00:25:11,655 --> 00:25:14,145
so I went to the farm and I...

320
00:25:14,156 --> 00:25:17,247
kind of borrowed it.

321
00:25:20,458 --> 00:25:23,048
You saved me again, Chloe.

322
00:25:23,059 --> 00:25:24,749
Please be careful, Clark.

323
00:25:24,759 --> 00:25:27,149
Kryptonians don't exactly
roll out the welcome mat,

324
00:25:27,160 --> 00:25:32,651
and if this guy ditched his
S.O.S., He may not want to be found.

325
00:25:32,662 --> 00:25:35,052
I don't have a choice.

326
00:25:35,063 --> 00:25:38,654
Stay back.

327
00:25:41,565 --> 00:25:44,355
Dax-Ur.

328
00:25:54,970 --> 00:25:58,861
Good luck.

329
00:26:12,776 --> 00:26:15,133
Excuse me!

330
00:26:17,313 --> 00:26:19,078
Can I help you?

331
00:26:19,089 --> 00:26:22,038
I'm looking for someone.

332
00:26:22,048 --> 00:26:28,844
Well, if they live all the way
out here, I probably know them.

333
00:26:29,447 --> 00:26:32,593
Dax-Ur?

334
00:26:33,590 --> 00:26:35,454
Dexter?No.No, uh...

335
00:26:35,465 --> 00:26:36,934
nobody from around here by that name.

336
00:26:36,944 --> 00:26:38,709
Actually, he's not from around here.

337
00:26:38,720 --> 00:26:41,373
He's from Krypton.

338
00:26:41,384 --> 00:26:44,234
So am I.

339
00:26:55,194 --> 00:26:59,130
I'm Kal-El.

340
00:27:00,028 --> 00:27:04,062
The house of El.

341
00:27:05,848 --> 00:27:09,290
You always were survivors.

342
00:27:19,975 --> 00:27:22,234
So, tell me, how did you leave Krypton?

343
00:27:22,244 --> 00:27:24,601
I thought the portals were destroyed.

344
00:27:24,612 --> 00:27:26,476
My father --
he built a ship.

345
00:27:26,486 --> 00:27:28,646
I was found by a family in kansas.

346
00:27:28,656 --> 00:27:29,731
D...!

347
00:27:29,742 --> 00:27:30,718
Max!

348
00:27:30,728 --> 00:27:32,592
How you doing, buddy?Hey.

349
00:27:32,602 --> 00:27:33,775
What's for lunch today?

350
00:27:33,786 --> 00:27:36,143
- Sandwiches.
- Sandwiches?

351
00:27:36,154 --> 00:27:37,722
Just a minute, grace.

352
00:27:37,732 --> 00:27:41,076
I didn't know you had customers,
so we'll wait out back.

353
00:27:41,086 --> 00:27:42,950
Come on.

354
00:27:45,328 --> 00:27:47,685
You have a family.

355
00:27:48,978 --> 00:27:51,828
You live like a human.

356
00:27:51,839 --> 00:27:57,452
I understand the only way to
do that is with blue Kryptonite.

357
00:28:03,775 --> 00:28:06,527
I didn't put it on overnight.

358
00:28:07,622 --> 00:28:11,459
When I first arrived,
I wanted to be alone.

359
00:28:13,344 --> 00:28:15,898
Why?

360
00:28:15,909 --> 00:28:20,732
Sometimes a scientist can
get caught up in theories.

361
00:28:20,743 --> 00:28:26,750
My work led to the creation of
the brain interactive construct.

362
00:28:26,760 --> 00:28:35,628
I realized much too late that my technology
could lead to the destruction of worlds.

363
00:28:35,639 --> 00:28:38,983
So, you came to earth.

364
00:28:38,993 --> 00:28:43,520
To clear my conscience.

365
00:28:45,503 --> 00:28:49,636
I planned to study the yellow
sun's effect on Kryptonian minerals

366
00:28:49,647 --> 00:28:54,766
but discovered it was the sun's
effect on me that really mattered.

367
00:28:54,776 --> 00:28:59,303
I could save the human race.

368
00:28:59,314 --> 00:29:03,447
You gave up your abilities for Grace.

369
00:29:03,457 --> 00:29:07,886
It must have been a difficult decision.

370
00:29:09,179 --> 00:29:13,016
I knew in the span of a heartbeat.

371
00:29:14,111 --> 00:29:17,948
The blue Kryptonite --
do you have any more?

372
00:29:18,452 --> 00:29:22,092
What's her name?

373
00:29:22,102 --> 00:29:25,248
It's okay.

374
00:29:26,738 --> 00:29:32,252
It's not every day a fellow
Kryptonian asks me for help.

375
00:29:44,720 --> 00:29:46,814
Lana?

376
00:29:46,824 --> 00:29:48,617
I was just calling you.

377
00:29:48,628 --> 00:29:50,321
Did Lionel know anything?

378
00:29:50,332 --> 00:29:51,925
We have a problem.

379
00:29:51,935 --> 00:29:54,931
The phantom found brainiac, and
now they're working together.

380
00:29:54,942 --> 00:29:56,836
I can't take them both down on my own.

381
00:29:56,846 --> 00:29:58,239
It's all my fault.

382
00:29:58,249 --> 00:29:59,341
I led them right to it.

383
00:29:59,351 --> 00:30:01,746
None of this is your fault, Lana.

384
00:30:05,665 --> 00:30:08,461
Lana, we should get you
out as soon as possible.

385
00:30:08,471 --> 00:30:10,164
They could be anywhere.

386
00:30:10,174 --> 00:30:13,671
Let me just go get my bag.

387
00:30:30,619 --> 00:30:32,891
Come on, Lana.

388
00:30:32,901 --> 00:30:34,974
We got to go now.

389
00:30:34,984 --> 00:30:37,752
I'll be right there.

390
00:30:37,763 --> 00:30:41,126
Clark help! he's here

391
00:30:48,975 --> 00:30:51,445
Guess my secret's out.

392
00:30:53,639 --> 00:30:55,315
Lana, please.

393
00:30:55,326 --> 00:30:57,995
Stay away from me.

394
00:30:58,005 --> 00:31:01,071
I would never hurt you.

395
00:31:01,081 --> 00:31:03,551
Lana.

396
00:31:03,959 --> 00:31:06,429
Look at me.I'm the same person
you've been with all this time.

397
00:31:06,439 --> 00:31:08,711
You're a monster.

398
00:31:08,721 --> 00:31:11,390
You told me that you're
happier than you've ever been.

399
00:31:11,401 --> 00:31:14,070
I made you feel that
way, Lana, not Clark.

400
00:31:14,080 --> 00:31:16,153
You pretended to be him
just so that you could --

401
00:31:16,163 --> 00:31:17,244
no.

402
00:31:17,255 --> 00:31:18,634
Listen, when I first came to Smallville,

403
00:31:18,644 --> 00:31:22,007
the only thing that
mattered was my own survival,

404
00:31:22,018 --> 00:31:27,564
but that all changed when I met you.

405
00:31:43,947 --> 00:31:46,020
Lana, what dre youoing?

406
00:31:46,030 --> 00:31:47,607
Will this destroy him?

407
00:31:47,618 --> 00:31:49,691
Yeah.But take it and go, Lana.

408
00:31:49,702 --> 00:31:51,378
Around blue Kryptonite,
I lose my abilities.

409
00:31:51,389 --> 00:31:53,562
I won't be able to protect you.

410
00:31:53,572 --> 00:31:54,455
I'll do it myself.

411
00:31:54,465 --> 00:31:55,447
Lana, no!

412
00:31:55,457 --> 00:31:56,240
Clark, stay back.

413
00:31:56,251 --> 00:31:57,431
You spent the last month telling me

414
00:31:57,442 --> 00:31:59,714
that you finally felt like
we were meant to be together.

415
00:31:59,724 --> 00:32:01,797
Don't listen to him, Lana.

416
00:32:01,807 --> 00:32:03,186
I know what's in his mind, Lana.

417
00:32:03,197 --> 00:32:04,377
He doesn't love you like I do.

418
00:32:04,387 --> 00:32:05,369
That's a lie!

419
00:32:05,380 --> 00:32:08,942
You're lying, Clark
-- to yourself!

420
00:32:08,952 --> 00:32:13,208
You're so worried about doing the
right thing, you don't even see it.

421
00:32:20,859 --> 00:32:25,611
You know he won't commit
his life to you like I will.

422
00:32:25,622 --> 00:32:28,787
You know that.

423
00:32:31,675 --> 00:32:34,840
He's right, Clark.

424
00:32:34,850 --> 00:32:38,412
What?

425
00:32:38,422 --> 00:32:43,770
I've never been more in love
than I have the past month.

426
00:32:43,780 --> 00:32:47,441
Only it wasn't with you.

427
00:32:47,452 --> 00:32:51,609
It was with him.

428
00:32:56,382 --> 00:33:00,638
Nothing will ever come between us again.

429
00:33:33,393 --> 00:33:37,649
I love you.

430
00:33:40,935 --> 00:33:44,794
It's okay, Lana.He's gone.

431
00:34:01,895 --> 00:34:04,289
Good evening, Dax-Ur.

432
00:34:07,906 --> 00:34:10,100
Who are you?

433
00:34:10,110 --> 00:34:13,105
You should know.

434
00:34:13,616 --> 00:34:17,112
You created me.

435
00:34:21,330 --> 00:34:26,830
It took two superpowered
beings to find you.

436
00:34:26,841 --> 00:34:29,135
If they weren't so busy
trying to destroy one another,

437
00:34:29,145 --> 00:34:33,442
they might have figured
out I was using them.

438
00:34:35,857 --> 00:34:40,956
Don't lose your bracelet.

439
00:34:43,171 --> 00:34:46,467
Why are you here?

440
00:34:48,881 --> 00:34:49,973
I'm...

441
00:34:49,983 --> 00:34:52,778
damaged.

442
00:34:52,789 --> 00:34:57,688
And you're the only one
who knows how to repair me.

443
00:34:57,698 --> 00:35:00,493
You're on your own.

444
00:35:00,503 --> 00:35:05,301
All I need is the
information in your mind.

445
00:35:06,214 --> 00:35:09,209
I'll never tell you.

446
00:35:09,219 --> 00:35:12,615
Oh, you don't have to talk.

447
00:35:36,470 --> 00:35:39,257
You're so busy, you
can't return my calls?

448
00:35:39,267 --> 00:35:41,055
I barely have time to do my job.

449
00:35:41,066 --> 00:35:45,452
I don't know how you expect me to run a
world-class paper with such a limited staff.

450
00:35:45,462 --> 00:35:46,950
I don'T.

451
00:35:46,960 --> 00:35:48,948
You're fired.

452
00:35:48,959 --> 00:35:50,247
Excuse me?

453
00:35:50,258 --> 00:35:52,046
I told you not to go near my father.

454
00:35:52,056 --> 00:35:55,243
He's dangerous.

455
00:35:55,253 --> 00:35:57,740
Lionel would have found out
about me sooner or later,

456
00:35:57,751 --> 00:36:00,338
and I wasn't gonna hide forever.

457
00:36:00,349 --> 00:36:02,237
I trusted you.

458
00:36:02,247 --> 00:36:03,635
You shouldn't have told him.

459
00:36:03,646 --> 00:36:05,734
Why not?

460
00:36:05,744 --> 00:36:10,629
He's made a reservation for the two of us
tonight at the best steak house in Metropolis.

461
00:36:10,640 --> 00:36:15,126
Seems Dad wants to
get to know me better.

462
00:36:15,136 --> 00:36:18,722
You know, for a newspaper
man, you are shockingly naive.

463
00:36:18,733 --> 00:36:21,620
Do you really think you can build
a relationship with that man?

464
00:36:21,630 --> 00:36:22,519
Don't be stupid.

465
00:36:22,530 --> 00:36:24,418
What's wrong, Lex?

466
00:36:24,428 --> 00:36:26,716
You afraid I'll become the favored son?

467
00:36:26,726 --> 00:36:28,414
That I'll accomplish
something you couldn't?

468
00:36:28,424 --> 00:36:32,210
I'm afraid he could have you killed.

469
00:36:32,221 --> 00:36:35,308
Look, you need to leave
Metropolis for your own safety.

470
00:36:35,318 --> 00:36:38,105
I set you up with a spot on the
international desk of the London Times.

471
00:36:38,116 --> 00:36:39,904
Don't do me any favors.

472
00:36:39,914 --> 00:36:43,900
You never help anyone, big brother.

473
00:36:43,911 --> 00:36:46,698
Lex only looks out for Lex.

474
00:36:46,709 --> 00:36:48,097
Don't walk away from me.

475
00:36:48,107 --> 00:36:52,293
Haven't you gotten used to
it -- people leaving you?

476
00:36:52,304 --> 00:36:54,492
How many times have you
been married now, anyway?

477
00:36:54,502 --> 00:36:56,390
You ungrateful son of a bitch.

478
00:36:56,400 --> 00:36:58,588
If it wasn't for me, you'd still
be a smudge in a petri dish.

479
00:36:58,598 --> 00:37:00,686
Yeah, you're some genius.

480
00:37:00,696 --> 00:37:04,382
You're so lonely and pathetic, you
had to build yourself a brother.

481
00:37:04,393 --> 00:37:07,080
I gave you everything.

482
00:37:07,091 --> 00:37:10,977
You turn your back on
me, you throw it all away.

483
00:37:10,987 --> 00:37:13,474
I'm not throwing anything away.

484
00:37:13,485 --> 00:37:17,371
Go ahead, kick me out of my office.

485
00:37:17,382 --> 00:37:22,567
It gives me more time to enjoy the
full benefits of being a Luthor.

486
00:37:23,776 --> 00:37:28,561
Last I heard, I was practically
made for this family.

487
00:37:37,465 --> 00:37:40,966
There's nothing like a
good New York sirloin.

488
00:37:40,976 --> 00:37:48,289
Dry-aged for 35 days and
enjoyed over 2 glorious hours.

489
00:37:48,300 --> 00:37:49,393
Thanks, Lionel.

490
00:37:49,403 --> 00:37:53,506
Yeah, well, after a good dinner,
one can forgive anybody --

491
00:37:53,517 --> 00:37:56,115
even one's own relations.

492
00:37:56,125 --> 00:37:58,723
That's not me.
That's Oscar Wilde.

493
00:37:58,734 --> 00:38:02,636
I bet Oscar Wilde's brother
didn't cook him up in a lab.

494
00:38:02,646 --> 00:38:06,849
Grant, I don't care how
you came into this world.

495
00:38:06,860 --> 00:38:09,157
You're a Luthor.

496
00:38:09,168 --> 00:38:11,766
You're my son.

497
00:38:13,181 --> 00:38:14,876
Give me your money now.

498
00:38:14,886 --> 00:38:17,183
All right.All right.We
don't want any trouble.

499
00:38:17,194 --> 00:38:18,287
Now!

500
00:38:18,297 --> 00:38:22,600
Okay, okay.Just, please,
take it and get out of here.

501
00:38:26,925 --> 00:38:30,526
Julian?