Ties

by Caligo16

Second episode in REDEMPTION, an AU S7. Clark works with J'onn to deal with a new, terrifying threat to Earth. Chloe has to deal with the fallout of Phantom. Lana and Lex have a confrontation. And Lex moves forward with Level 33.1. Lexana, some Chimmy.

Author Notes: This episode takes place the day after "Revelation", which should be read first to understand what's going on in this episode. Like the first episode, this was not betad so I apologize for any mistakes. Feedback welcome.

---

TIES

Chloe sits up in bed, the early morning sunlight streaming through the windows in the small, brightly colored hospital room. It takes a moment for her to remember that she's in Smallville Medical Center and she grimaces against the onslaught of yesterday's memories. She looks around the room and can't help but grin when her gaze falls on Jimmy, asleep in a nearby chair, curled up in it with his left side and head resting on the back of the chair and his feet up on one arm. He mumbles something incomprehensible and turns in his sleep.

"Hey, you're awake."

Chloe looks to the door and her smile grows wider as she sees Clark standing there. "Yeah, I figured I've slept enough recently to last me a while."

Clark's smile is a little strained and Chloe regrets the joke after seeing his worried expression. As he walks into the room, he glances at Jimmy and he and Chloe exchange brief amused grins. Clark sits down on the end of the bed.

"I guess Jimmy wore himself out," Clark comments.

Chloe smiles fondly at her boyfriend. "Yeah, all that worrying and fussing would wear out anyone."

"He was kind of freaked out," Clark says seriously. "We all were. Chloe-"

"Where's Lois?" Chloe cuts him off, hoping to distract him from the questions she knows are coming.

"Um, she got a call and said she had to go do something. She's coming right back."

"Oh, good," Chloe says. She avoids his gaze, picking at a loose thread on the blue hospital blanket.

"Chloe..." Clark says.

Chloe looks up nervously, wishing Clark would just let the matter drop for now. She doesn't want to think about it...any of it. She's about to beg him to leave it be when she notices a clock on the wall behind Clark reading 7:08. "Oh my God. I forgot!" She exclaims, shifting to the side of the bed to get up. "I'm supposed to be at the Daily Planet in 20 minutes!"

Clark moves closer and grabs her arms gently and tells her, "Chloe, Jimmy already called the Daily Planet and told them you're sick."

"He shouldn't have done that. I'm fine," Chloe insists, feeling irrationally angry and struggles to move out of Clark's grasp, which proves to be unyielding. He ducks his head a little to try to make eye contact with her.

"He was worried about you. I'm worried too...and I don't think the Daily Planet is going to hold one sick day against you. Chloe, please lie back down. " Clark stares pleadingly at Chloe who softens, finding, as usual, that she's unable to refuse Clark. She slowly moves back in the bed. Clark lets out a small sigh of relief and reaches over to help her adjust the bed so that she can sit up with her head on the pillow. He sits back and says seriously, "Chloe, we should talk about what happened."

Chloe bites her lower lip, her face falling. She says quietly, "Clark, I am freaking out. I just...I don't know how to deal with this. I don't know what I should be doing or thinking." She shrugs helplessly as she finishes, "...so I'm kind of not thinking about it at all."

Clark squeezes her hand in sympathy. "So you do think it it was probably related to your meteor powers?"

"I guess. I don't know, you know?" she says, her voice wavering. "I don't even remember anything after I found Lois. I just, Clark, I don't know. I think I just need more time to process." Chloe looks at Clark pleadingly, begging him to understand, to let her collect her thoughts. She needs to deal with this the way she deals with any mystery. She needs to collect her facts first and then draw up possible hypotheses. Thinking about it now, when she knows and understands so little, is too...scary.

Clark hesitates as if he might object but then quickly nods in agreement. Chloe can feel the tension in her relax a little as the topic is tabled. "So are you feeling better?" Clark asks.

"I feel stronger, less tired. The doctor said last night that I could probably go home today."

Clark looks relieved. "Good, that's good." He grows silent, as if lost in thought and Chloe notes his fatigued appearance. Yesterday hadn't been easy on Clark either.

"Do you need to talk?" Chloe asks.

"About what?"

"Well, we never really talked much about what happened with Lana," Chloe says hesitantly. She hates to bring up the subject, another discussion on the endless love saga of Clark and Lana is definitely not what she feels like doing right now, but if Clark needs to talk, then she's going to be there for him.

Clark's face darkens and he shrugs, bitterly replying, "There's nothing to talk about. I told her the truth...and she hates me for what I am. And who can blame her? She's right, it is my fault that her parents are dead."

"Hey," Chloe says strongly, sitting forward and putting her hand on his arm. "Don't do that. You know that wasn't your fault. Don't you, Clark?" Clark frowns and doesn't meet her eye. "Clark?" Chloe presses. "Take my word for it. The meteor shower was not your fault." Clark offers her a small smile in thanks but it doesn't reach his eyes. "Clark, maybe Lana just hasn't processed it," Chloe tells him, not sure if she believes it herself but wanting to give him some hope. "Maybe if you give her some time, she'll come around."

Clark shakes his head firmly. "I don't think so, Chloe. If you had seen the way she looked at me..." Clark shudders a little at the memory. "...no, it's over. There's nothing there between us anymore...if there ever was." Chloe looks at him questioningly, not sure if she's hearing him correctly. Clark says, looking at some undefined point beyond Chloe's shoulder, as if speaking mostly to himself, "I'm just trying to figure out if she's changed...if maybe Lex messed with her head...or if this side of her has always been there but I never saw it."

"Clark, I'm so sorry," Chloe says sincerely, not knowing what else to say. She doesn't know the answer to his question. The idea of Lana using a meteor rock on Clark or locking her in the wine celler is still hard for her to picture...but, at the same time, she still feels a chill everytime she remembers the coldness in Lana's eyes the day she planned to let Lex die. Not that Chloe would shed a tear at Lex's demise, but...would she feel nothing? Just the fact that he was someone she once knew, once cared about if she admits it...wouldn't that make his death still affect her? Would she really be as emotionless and uncaring as Lana had seemed? And if she were faced with the power to save Lex from certain death, could she really stand back and do nothing as Lana did? What does it take to let another human being die? And more so, what does it take to let someone you once cared about die? Is it something you learn...or is it something you need to be born with? Chloe isn't sure which answer would be more comforting.

"Thanks," Clark says quietly in reply to Chloe's voiced sympathy, breaking through Chloe's troubling thoughts. "I guess I -" Clark stops mid-sentence and grabs his head, gasping in pain and standing up quickly.

"Clark!" Chloe exclaims in concern.

Clark squints at her through his pain and gasps out, "I...have..to go." Then he's gone, the wind in his wake blowing the door closed loudly and blasting over Jimmy. Jimmy is startled out of his sleep and falls clumsily from the chair onto the floor. He stares about wildly as he tries to get his bearings, and blushes when he sees Chloe grinning at him. He stands hastily to his feet, straightening his clothes and returns her smile sheepishly.

Clark appears inside the Fortress of Solitude as he comes out of superspeed. He releases a breath as the painful ringing in his head stops. He looks around the Fortress, feeling guilty that this is the first time he's set foot in it since Raya died...and also dreading what Jor-El could want now. Clark shouts, "I'm here! What do you want?"

"Kal-El, you have put this world in grave danger," Jor-El's voice booms around Clark.

"What? How?" Clark asks in confusion, fearful as his mind races to remember whatever mistake her could have possibly made this time.

"You have opened the gateway to the Phantom Zone and, in doing so, you have betrayed us all."

End Teaser

---

"What are you talking about?" Clark shouts, his voice filled with terror and confusion.

"You have betrayed your own people and this planet Earth, Kal-El, by siding with these criminals."

"No!" Clark yells in denial. Jor-El's angry tone is filling him with as much trepedation as the whatever phantoms may have escaped from the Phantom Zone. Clark has never heard Jor-El sound so furious even despite all the times he rebuked Clark for his disobedience. "I don't know what you're talking about!"

Clark sees a spot in a wall start to glow a greenish color as something lights up from within. Jor-El responds in an almost somber tone, "I have no choice, my son - "

"He is innocent!" A voice cuts through the Fortress, interrupting Jor-El. Clark turns in the direction of the shout to see J'onn approaching from behind him. J'onn only acknowledges Clark with a curt nod.

"J'onn, what's going on?" Clark asks the martian, but his voice is drowned out by Jor-El.

"J'onn, my friend, do not interfere. Kal-El is the only one who could have opened the gateway to the Phantom Zone and he must face the consequences for his actions."

"No," J'onn says, his voice hard and unyielding. "He did not open the gate."

"Only the blood of the house of El may open the gateway," Jor-El's voice booms.

"And this blood was used to open it." J'onn responds.

"But I didn't..." Clark interrupts to defend himself, but trails off when J'onn gives him a pointed look. Clark slowly puts the pieces together and realizes in horror the obvious truth. He says in a hushed voice, "The phantom. He said he took my DNA."

J'onn nods in confirmation. "Yes, the phantom was able to pose as you and open the gateway."

The green glow in the wall slowly fades away after J'onn's explanation and Clark wonders what the light had meant...what Jor-El would have done to him had J'onn not intervened. But his thoughts quickly turn back to the current issue, guilt coursing through him. "What have I done?" Clark whispers. He says to J'onn in a voice choked with sorrow and regret, "You warned me about fighting the phantom...and I didn't listen."

"It is my failure, Kal-El. I should have realized the phantom's plan. I sent him to the Phantom Zone...and played right into his hands." J'onn's voice is filled with disgust at himself for his lack of foresight.

Instead of feeling better, Clark only feels his guilt weigh heavier at seeing J'onn blaming himself. It was Clark's own recklessness and not J'onn's that caused all this. Clark changes focus, hoping to find out how much damage has been done. "How many escaped?"

"The Phantom Zone has been emptied," Jor-El chimes in.

Clark's mouth drops open, barely able to comprehend the destruction that so many phantoms could cause on Earth. Just a handful of phantoms had been more than he could handle...how could he possibly take on them all? "H-how many is that?" Clark manages to ask.

J'onn answers, "The exact number is not recorded but there are criminals from 28 galaxies...so you can imagine that the number is quite vast."

Still feeling stunned, Clark asks, "Shouldn't we be going after them?"

"Kal-El," J'onn says. "We are no match for that number if they are all here on Earth."

"If?" Clark asks, feeling wary and a little hopeful.

J'onn explains, "The gateway from the Phantom Zone dimension can be opened wherever a member of the house of El chooses. You wanted to go back to Earth, so that is where you were released when you escaped from its confines. We do not know where the gateway was opened. It is possible that the phantom opened it in more than one location, releasing criminals to different reaches of the universe, before he himself exited."

"So we have no idea where they went?" Clark asks, trying to keep calm and hold onto the hope that at least maybe not all are on Earth and he won't have to face them all.

J'onn shakes his head. "I have learned of nine possible attacks in the last few hours that may be the work of these criminals. If they are, then we should assume that there are more present on Earth as well. And given who this phantom is, we must take into account that he would most likely choose this planet."

"What do you mean 'who he is'? I thought he was just a kryptonian lab experiment. "

J'onn looks uncomfortable and Jor-El speaks before the martian can say anything. "He was once a Kryptonian. He was convicted for crimes that he committed as a disciple of Zod."

Clark's eyes widen, the name jarring his memory and his panic rising. "Zod. Has Zod been released?"

"No," J'onn tells him, allowing Clark let out an uneasy breath, feeling slightly more at ease. "A portion of the Phantom Zone was sectioned off by your father so that he could be kept in isolation from his followers. His prison has a separate doorway within the walls of this Fortress, as you have seen before. It has not yet been breached...and it must remain that way."

Clark realizes what J'onn is implying. "You think that the Phantom is going to try to release Zod?"

J'onn nods. "That is my fear. The Phantom Zone was filled with Zod's followers, many with their corporeal bodies destroyed. They may be hoping to release Zod and resume their crusade on Earth."

"What do we do?" Clark asks helplessly, feeling overwhelmed and grateful that Jor-El and J'onn are there to tell him what to do.

"We need to find out if the phantoms are indeed here on Earth. I think we should start by investigating those nine attacks," J'onn replies. His voice grows louder. "And we need to ensure that they cannot release Zod. Jor-El, will Kal-El's blood be enough for them to open the gateway to Zod's prison?"

"No," Jor-El in responds. "It is only one part of what they require. And without the Brainiac, they will have difficulty discovering how to open it. With time, they most likely will succeed and we must be prepared for such and eventuality."

"Yes, we cannot allow that to happen," J'onn agrees. "Jor-El, I fear that we need to shut down the fortress."

"I concur, my friend," Jor-El replies. "J'onn, first I must tell you of another target that the criminals may attempt to secure."

"What's that?" Clark interjects, trying to keep up with the conversation.

"Centuries ago, Kryptonians from the House of El were on Earth, Kal-El."

Clark nods. "I know. They're the ones who left the crystals here. What about them?"

"Along with the crystals that created this Fortress, there was also a device hidden. This device possesses great power that the criminals will want to present to their master, General Zod."

"What kind of device?"

"In the hands of the criminals, it possesses enough power to destroy the entire human race. In your hands, it has the power to save it." Jor-El states. "Kal-El, you must find this device before they do. The fate of mankind rests in your hands."

Clark feels sick at the thought of this device, or weapon apparenty, in the hands of General Zod...all because he had messed up and given the phantom exactly what he needed. So many innocent people could die because of him. Clark tries to repress his guilt, needing to focus if he's going to set things right. "How do I find it?" Clark asks.

"That, I do not know. It was buried long before my lifetime. Return to where the crystals were discovered and you may find clues left by your ancestors."

Clark nods, hoping that Chloe will be able to help him figure out the clues and hunt down the device. He recalls the attacks mentioned by J'onn and says firmly, "First, I'm going to help J'onn look into those attacks."

"Very well."

"Jor-El," J'onn says, "What of shutting down the Fortress? We should do it immediately"

"Agreed." J'onn moves toward a console and begins to rearrange crystals. Jor-El speaks again, "Kal-El, you must listen to my commands now as I will not be able to guide you once J'onn deactivates the Fortress."

Clark nods and waits. Jor-El continues. "You must assist J'onn in capturing the phantoms. He will act as your guide and protector in my absence. Heed him, my son."

"I will," Clark promises, meeting J'onn's eyes for an instant as they glance at each other. Clark, for some reason, innately trusts J'onn despite barely knowing him and he finds himself comforted by the idea that the martian will be there to help him.

Jor-El resumes speaking, "These are crystals containing knowledge of Krypton and your mission. They should help you in your quest to find the device." Four small clear crystals, about the size of the one Raya had given him but without the crest of Clark's house, float into the air and toward Clark. Clark grabs them from the air and holds them in his hand. Jor-El tells him, "You must listen to the information that these crystals possess. When you have time, place one down on a surface and press on the top of it with your finger until the message begins. This is not an ideal way to give you this information but without the Fortress, I have no other option. This is a part of your training...training that you already should have completed."

Clark grimaces at the reprimand and slips the crystals into his pocket. "Kal-El, when you find the device, return to the Fortress and activate it again. You must then complete your training. It will be crucial if we are to use the device to stop the enemy. Do you understand?"

"Yes," Clark replies, silently vowing that this time he really will complete the training. Whatever his differences with Jor-El may be, he knows that General Zod is the bigger threat and if the training will help him to defeat Zod, then he will do what is necessary.

"Then I wish you success on your quest, Kal-El. You must not fail, my son. Farewell." Jor-El's voice fades and the silence falls around Clark.

"Kal-El," J'onn speaks quietly. He gestures to the console and instructs Clark, "Remove the central crystal." Clark looks at him questioningly and J'onn explains, "Only you can remove it. Doing so will deactivate the Fortress." Clark nods and moves to stand beside J'onn. He grasps the long cylindrical blue crystal and pulls. The crystal glows as it slides out, the light becoming increasingly brighter. Once Clark has it completely removed, the glow from the crystal flashes outward from its center, filling the entire Fortress with a blinding light. The light fades back into the crystal until it is a speck of nothing and both the Fortress and the crystal are left dull and dark. J'onn takes the crystal from Clark and slips it into his pocket. He then nods at Clark and together they speed out of the silent, tomb-like Fortress.

---

Lana sits on the corner of Lex's desk, idly playing with a letter opener that she twirls through her fingers. She only feels a little nervous about the impending conversation, mostly she feels confident that she will walk out with what she wants. Lana looks up and sets down the letter opener on the desk as she hears Lex's voice in the hallway coming closer. "That will take too long...I want construction started immediately...I really don't care, I'm not in the mood to negotiate so if he -" Lex pushes the doors to the study open and strolls inside, dressed in a business suit and carrying a black briefcase. He is speaking angrily into the cell phone in his other hand. He comes to a halt and stops speaking mid-sentence upon seeing Lana sitting on his desk.

Lana enjoys the shock written over his face and watches him expectantly, not moving. Lex's face relaxes for a moment, a quick smile breaks for a moment onto his face and Lana sees what she thinks might be relief in his eyes. Before Lana can be sure or process how she feels about that, Lex quickly composes himself, managing to make his face a blank slate with the exception of a small bit of wonder in his eyes. A muffled voice can be heard asking "Sir?" but Lex doesn't spare the phone a glance before snapping it shut, disconnecting the call. Lex puts it in his pocket and crosses his arms and stands still, waiting for Lana to make a move.

Lana slowly rises and offers him a cold, smug smile. "Hello, Lex."

"Lana..." Lex finally speaks, his voice revealing a mixture of confusion, awe, and relief. "How...What's going on?" Lana enjoys seeing how flustered her surprise visit has made him.

Lana shrugs, "I'm alive."

"I can see that," Lex states, and then shakes his head, confused. "But how? My father..." Lex trails off as a thought occurs to him. His eyes narrow a little as he looks at her suspiciously. "Was this a setup?"

Lana doesn't hide her confusion, giving him a quizzical look.

"Did you set me up? Was this a part of your deal with my father? Frame me for your murder?" Lex asks accusingly.

"Wow," Lana comments patronizingly. "Your father's right, you are paranoid."

"It's not paranoia if your wife really is spying on you for your father."

Lana sighs in exasperation. "Not you don't belong in jail...by the way, how was your day yesterday?" Lex's glare doesn't slip. Lana shrugs and continues, "Anyway, I'm not working with Lionel anymore. He tried to kill me yesterday. He said that you had discovered what was going on and that it would be best if I left Smallville. He told me to meet him at the Talon and he would help me to escape." Lex listens quietly as Lana explains, "I didn't trust him. So I was going to get away on my own without him...but he was a step ahead of me I guess. But I wasn't in the car when it exploded. I got away just in time and he doesn't know that I'm alive." As an afterthought, Lana adds, "He also was the one who shot me."

Lex scowls at the thought. "Yeah, I kind of figured that he had been behind the shooting. I'm just trying to wrap my mind around the idea that my father failed to kill you twice."

"I don't think the shooting was meant to kill me. I was going to a reporter to turn in him...and you..." Lana pauses and looks at Lex but he remains stoic, so she concludes, "He was trying to scare me...It worked."

"You weren't in the car." Lex says slowly, as if having trying to figure something out.

"No, I told you that."

"Who was?" Lex asks. "There was a body. They're still waiting for DNA results...what are those going to show?"

Lana loses her composure a second, as her guilt and grief wash over her, and she says softly, "Danielle King."

Lex takes a moment to place the name. "Doesn't she work at the Talon?"

Lana nods and tells him, looking at the floor, thinking of the deceased girl. "She was going to help me escape. She didn't deserve that. I'm going to the police right after this and tell them."

Lex remains silent for a moment, processing the information. "Lana?" Lana looks up at him. "What are you doing here?" His voice is quiet, edged with wariness and what Lana thinks might be hope. She takes some pleasure in that thought.

"I'm not coming back to you, Lex," Lana says condescendingly. She watches as Lex's face hardens, any trace of concern or relief vanishing. She smiles a small, triumphant smile.

"I didn't ask," Lex responds, his voice expressionless.

Lana ignores him and announces, "I've changed my mind about running away. I'm not leaving Smallville. I'm not going anywhere. I've let you and your father control me long enough." Lana gives Lex a glance but sees no response in his face. "But I realized that your father will never let me go. And while I'm sure my testimony will be quite damaging, I know that it probably won't be enough for a conviction. So, I have a proposition."

Lex sighs soflty and walks around her to his desk. He places his briefcase on the desk, settles into his chair, and leans back with his fingers steepled. Lex gestures for her to continue. Lana raises her head a little higher, ignoring the chair next to her and choosing to remain standing. "I won't tell the police anything incriminating about your projects and what you did to me if you...take care of Lionel for me."

"How magnanimous of you," Lex comments dryly and regards her for a moment. Lana feels a little uncomfortable under his scrutinizing stare but doesn't flinch. "Why do I get the feeling that you're not just talking about me putting my father in jail?"

"We both know that even in jail, Lionel has a lot of influence. It didn't stop him from going after you and Chloe before," Lana reminds him.

"So...exactly what is it that you expect me to do?"

Lana feels a flash of annoyance and tells Lex coldly, "You already know, Lex."

"No."

"No?" Lana repeats, not sure what exactly it is that he's refusing.

"No, I'm not going to kill my father. Not for you," Lex explains in a calm voice.

Lana winces for some reason she doesn't care to place. She asks, determined not to let him make her feel guilty, "What, now you have a conscience?"

"Lana, remember, you are the one asking me to murder my own father." Lana glowers at him and Lex adds, "But I will make sure that he won't hurt you."

"You will? How?" Lana asks warily.

"With the right leverage," Lex answers smoothly.

"Do you have the right leverage?"

"I will. I'll need you to record a testimony of what he did for my lawyers."

"That's it?" Lana asks, exasperated. "Somehow I don't think he'll find my word against his to be too intimidating."

"Naturally, I have additional ammunition." At Lana's questioning look, Lex tells her, "I have security footage of your meetings with my father here in the mansion."

Lana shakes her head. "No, I erased the video from the mansion. Don't screw with me, Lex."

Lex's smile doesn't reach his eyes as he tells her, "You deleted one copy of the video. However, with my...paranoia, I have multiple copies of all security videos sent to multiple locations. Additional passwords are needed to delete all of them...passwords that I never gave you." Lana's confidence falters for a moment, realizing the implications of what Lex is saying.

"You think that would be enough to make him back down?" Lana asks, trying not to dwell on the thought of Lex watching her with Clark.

"That and a few well-worded warnings. Yes, I do."

Lana considers before shaking her head. "Look, even if you're right. It's not enough. You're just going to let him go on with his life as if he did nothing. I want Lionel to pay for what he did to me."

"Then you're welcome to get revenge yourself. But if you want me to take care of him, this is all you're going to get."

"Fine," Lana says sourly. "I guess I shouldn't have expected more from you."

"Good. Then our business is concluded," Lex says brusquely. "Brian will contact you about the testimony...and he should have divorce papers for you to sign shortly." Lex reaches for some papers displaying the LuthorCorp logo that are sitting on the corner of the desk. He snaps open his briefcase and places them inside.

"There's something else, Lex." Lana says, keeping her voice calm. Lex slowly closes the briefcase and turns his attention back to her, waiting for her to continue. "There's another part of my proposition. I want to work on 33.1."

"Excuse me?" Lex raises his eyebrows.

"Don't deny it, Lex."

"Oh, I wasn't denying anything," Lex assures her, sitting up straighter. "I'm sure you have enough proof of its existence from your...espionage. I just found the request strange, especially since yesterday you couldn't wait to get far away from me."

Lana meets his eyes steadily. "I still hate you, Lex." Lex doesn't blink at the words and Lana, mildly disappointed at the lack of response, continues, "But I've had time to think...and I realized that I want to work for the same thing that I think you are. I know that you are aware of the meteor freaks and the aliens and if you are doing something to stop them, then I want to be a part of that. I can put aside my dislike of you."

"I'm touched, but I'm going to have to turn you down."

"That wasn't a request," Lana informs him. "If you want me to keep quiet about your activities to the police, then this is what you have to do."

Lex leans forward, eyes narrowing. "Don't threaten me, Lana," he tells her warningly. "Especially not with such empty ones. You already traded that one. I'll protect you from my father and you keep your mouth shut about anything you found out when you were sticking your nose where it didn't belong. Besides, if you believe in what I'm working on, then I highly doubt that you would want to stop it."

"Lex, after what you did to me, you owe me this," Lana says, moving a step closer, trying a different angle.

Lex looks annoyed as he says, "I don't trust you with 33.1. It is far too important and, for all I know, this is another part of your deal with my father."

"I told you, your father tried to kill me," Lana replies reasonably. "I wouldn't align myself with him again."

"I'm sorry, but your word doesn't really carry much weight."

Growing frustrated, Lana exclaims, "But you think the other people you employed are somehow trustworthy? God, Lex, your employees have a pretty bad record of turning on you or trying to kill you."

Lex smiles humorlessly. "Point taken...although I might also include brides in that category." Lana glowers at the remark as Lex continues, "But let's even say I could, for some reason, trust you. It still doesn't matter."

"Why the hell not?"

"Because you have nothing to offer.You haven't held a job since you were 17. And what skills do you have? Horseback riding? Sketching? Gold-digging? Coffee pouring? I can't do anything with that. So, no, Lana, 33.1 has no place for you."

Lana is shaking a little when Lex is done speaking, having trouble containing her fury at Lex's casual, condescending tone, but she keeps her voice steady as she insists, "I'm a hard worker. You saw how I ran the Talon. And I helped you with Fine and the ship. I can handle anything you throw at me."

"You were a hard worker back when you actually had ambition, but it's been a while since I've seen that in you. You were useful with Fine and the ship because you had information that was relevant. I don't have any use for you now."

Lana grows quiet a moment, deciding that she's going to need to reveal her hand sooner than she expected. She tells him, "I have information."

"Information." Lex repeats, sounding bored.

"About Clark."

Lex's face darkens at the name. "I really have no interest in Clark at all."

"I think you're lying. You've always wanted to know his secret...don't try to deny that." Lana puts her hands on the desk and leans forward. "Lex, you may have decided that he's just another meteor mutant, but his secret is much bigger than that. And I know it. Clark told me everything."

"And you would share this with me?" Lex asks dubiously.

"Yes, I would, if you agree to let me in on 33.1."

Lex studies her face and then snaps, "Do you think I'm that stupid? You seriously expect me to believe that you're going to work with me against Clark? Forget it, Lana, I'm not falling for your lies any longer." When Lana opens her mouth to protest, Lex adds before she can get a word out, "And Lana, even if you are telling the truth, I don't care. I have no interest in Clark or his precious secret. He is not a priority for myself or 33.1. And if he ever becomes one and I have a need for a spy...if that is what you're offering...I can always send someone of my own. And if you are telling the truth, then it just proves that you will betray everyone if it suits your purposes and reaffirms my opinion of your un-trustworthiness. 33.1 has no place for you and I have nothing further to say to you." Lex stands up and grabs his briefcase. He walks around the desk and past Lana saying dismissively, "You can see yourself out."

"How dare you," Lana finally spits out, turning around, self-righteous anger filling her as she feels the sting of the rejection. Lex stops and turns slowly around to face her, his face hard and cold. Lana's rage bubbles over. "Who the hell do you think you are? You have no right to talk to me this way...insulting me and acting like you're somehow the wronged party. Not after everything I've been through because of you. If you had never sucked me into your world with your lies, I never would have suffered like I have. You're the reason I ended up in Lionel's path and why my life became a living hell."

"No, Lana, you suffered because you put yourself in a position that my father could manipulate." Lex responds coolly.

"You're not seriously suggesting that what your father did to me was my fault?" Lana asks incredulously.

"Don't play the innocent victim, Lana," Lex says disdainfully and Lana's face twists in indignation and rage. "By betraying me, you gave my father something to hold over your head and since I was being kept in the dark, I couldn't protect you from him." Lex shrugs, "As far as I'm concerned, you brought this on yourself."

Lana says furiously, "Your father manipulated and blackmailed me...and then he tried to murder me. He murdered Danielle."

"I'm aware of my father's misdeeds. And I intend to make him suffer for them," Lex retorts calmly. "But you made choices yourself that you're going to have to live with it, choices that led to this...hell, as you put it. You are no innocent in this, Lana. You chose to work with my father behind my back and lie to my face for months. You chose to dishonor our engagement. You chose to marry me under false pretenses." Lex holds up a hand when Lana starts to try to speak, dismissing her anger. As he continues, his voice grows bitter, "I know why you did it, so please spare me the explanation of how desperately Clark Kent needed Lana Lang to protect him. I'm not in the mood for comedy today. You should have come to me and told me that my father threatened you. I would have protected you. But of course, that would have required you to have the goddamn courage to leave me to my face."

Lana laughs harshly and spits out, "Do you really expect me to apologize to you?" As she says this, her eye falls on his bare left hand wrapped around the briefcase handle. She feels as though she's being insulted although she can't place why exactly. Only then does she notice that she's still wearing her rings. She must have slipped them back on after her shower this morning without a thought...or had she never taken them off? She covers her left hand with her right, hoping that Lex hadn't noticed.

"Lana, I expect nothing from you anymore," Lex replies, a hint of sadness in his voice. "My helicopter is waiting. Make sure you talk to my lawyers about that testimony." He starts to turn around but Lana takes a few angry steps toward him and he stops, waiting without a sound for what she's going to say.

Lana feels herself shaking with anger and tears spring unwillingly to her eyes as she says, voice choked with emotion. "You don't get to dismiss me like that! You hurt me, you betrayed me first! The hormones? The miscarriage? You don't get to paint me the villain here!"

Lex regards her carefully and taking a few steps away from the door toward her, he asks quietly, "Did that help?"

"What?"

"Telling yourself that I betrayed you first. Did that help you justify your betrayal to me?" Lex walks slowly toward Lana. "I bet you were relieved when you found a reason to hate me. Helped ease your own conscience."

"You bastard," Lana snarls, "Don't turn this on me. You did betray me first. You drugged me. You made me go through the pain of losing a child for nothing. My conscience is fine. You're the one with the guilty conscience...at least you would be if you had one."

Lana is panting at the end of her rant and studies at Lex's face, expecting to see guilt or more denial. The anger and sorrow she sees in his eyes surprises her and she unwillingly takes a step back. Lex shakes his head in disgust. "Don't you get it yet?" He asks in disbelief. "Don't you see that this was just another part of my father's game?"

"Nice try," Lana says after a moment's hesitation. "But this was you're game. I know what game your father was playing. I played that game for months."

Lex's eyes flash and he laughs harshly. "Lana, you weren't playing." At Lana's confused expression, Lex explains, "You were a pawn, Lana. Something that my father could manipulate and use to get to me. You were never a player."

Before Lana can fully sort out the uncertainty she's feeling, Lex steps forward again and stops only a few feet from her. He looks into her eye, saying in a low voice edged with deep bitterness, "There were no hormones." Lana's eyes widen as she searches his face frantically for signs of deceit. Lex continues, his voice wavering slightly, "There was a baby..." His voice chokes a little as he says harshly, "Our baby. And he died."

Lana searches his eyes but sees only the painful truth in there and, in that instant, she feels everything inside her fall apart. She stands numbly as Lex tells her, "The doctor who told you that was in my father's pocket. It was all a lie." Lana can't seem to find her voice. She feels like she's not really in the room, that this isn't real. Like the floor has just be ripped out from under her and she's falling with nothing to grab onto to stop her fall. Lana is aware that Lex is watching her, taking in her reaction.

"I wonder," Lex says softly. "How will you justify your betrayal now?" As Lex finishes, Lana feels a pain in her chest and can't stop the tears that are running down her cheeks. She sees the depth of the anger and hurt swirling in Lex's blue eyes and for the first time since the wedding, she looks at him and doesn't just see the man she was forced to marry. She sees Lex. The man who had danced barefoot in a fountain with her, the man who would hold her at night and whisper I love you in her ear, the man who had taken a bullet for her, the man who had always believed in her and taught her to fight for herself and her dreams. She sees the man who was her confidante...her friend.

"Lex-" Lana chokes out pleadingly but Lex shakes his head and backs away, turning toward the door. Lana stands frozen in place, the rings on her finger suddenly feeling heavier as they glint accusingly at her. Lana looks up from her hand and sees that Lex has stopped at the doorway and is looking at her. She waits for him to speak, not knowing what he might say, or what she hopes he might say.

"You know," Lex says slowly. "I have never before struck a woman." Lana's hand moves unconsciously to her cheek. "I always considered it beneath me...and from now on, it will be," he states firmly.

Not ten minutes ago, Lana would have had scathing words to fire at him, would have enjoyed the opportunity to crucify Lex for the slap. But she can't find the desire anymore, all her anger having been completely drained from her. She shakes her head trying to find her voice to tell him that he doesn't need to apologize, tell him that she knows it wasn't him, wanting to tell him that she's sorry for hurting him so much that he would be driven to that.

"But..." Lex says as she opens her mouth to speak, cutting her off. His eyes flash as he finishes in a voice dripping with bitterness "...seeing as how you left me for dead in the tunnels...I don't plan to lose any sleep over it."

Lana's eyes widen and she takes in a sharp breath upon seeing the coldness in his eyes. The implications of what she did that day hit her for the first time, sending a chill through her. Images run through her head of Lex screaming as he's engulfed by flames, of Lex dead. She feels weak in her knees and the pain in her chest comes in sharp stabs as she gasps for breath. She wants to scream, to plead, to cry...but can't make herself do anything but stand there, barely able to see through the tears in her eyes.

Lex glances at the rings on her hand and says blandly, "Please take those off." Lana hastily pulls them off her finger but Lex shakes his head sharply. "I don't want them back...just throw them away." Lex glances at her tear-stained face one last time, a look in his eye that Lana has seen him give so many people over the years, as each abandoned or betrayed him. Seeing it now directed at her cuts through her, forgotten vows made on a rooftop echoing in the back of her mind. Lana watches Lex turn and walk away, leaving her standing alone in the middle of his study with silent tears running down her cheeks, her engagement and wedding rings grasped in her hand.

---

Well, Miss Sullivan. All your tests came back normal. You seem healthy," The doctor tells Chloe. She is sitting, dressed and ready to leave, next to Jimmy on the end of the hospital bed. "I would like you to come back in a couple days for more tests. We still want to figure out what caused your blackout."

"But I can go home now?" Chloe asks eagerly, ignoring the adoring way that Jimmy is grining at her.

The doctor chuckles. "Yes, I think it will fine for you to go home now. But take it easy for the next few days."

"Thank you, doctor," Chloe says. The doctor nods and leaves the room. Chloe turns to Jimmy. "Let's go."

"Don't you think we should wait for Lois? She said she wouldn't be gone long and she probably won't be happy if we just leave."

"Where is she?" Chloe asks in aggravation. Lois still hasn't returned and no one seems to know where she went. Chloe wishes she could just call her but Lois had left her cell phone behind in the dam. Chloe sighs and leans against Jimmy, who puts an arm around her. "Sorry for the whining," Chloe says smiling self-deprecatingly. "I just get a little impatient."

Jimmy returns the smile. "One of my favorite things about you."

"What time is your flight to Millwaukee?" Chloe asks.

Jimmy shifts uncomfortably. "I'm not going back. I think I should stay with you."

"Oh no," Chloe says sitting up straighter and shaking her head. "I'm fine, Jimmy. I'm not going to let you ruin this opportunity because of me."

"Chloe," Jimmy objects. "You're more important to me than this assignment. I don't want to leave you when you're sick."

"Jimmy," Chloe says seriously, determined to get through to him. "I told you. I'm fine. And Lois and Clark are here...so you really should go back." Jimmy frowns and Chloe offers him an encouraging smile. "Besides, you're going to be coming home anyway in just a few weeks. Please, Jimmy. I'll feel really bad if you don't go back. You deserve this opportunity."

"You're sure?" Jimmy asks and Chloe nods, feeling triumphant as she sees him breaking. "You'll call me if there's anything wrong?"

"Of course."

"OK," Jimmy relents. "But I'm staying for another day...just in case."

Chloe grins. "Deal." She and Jimmy smile at each other but break eye contact when they hear the door open. Lois walks in with an uneasy smile plastered on her face.

"Lois. Finally!" Chloe exclaims, jumping to her feet. "Where were..." Chloe trails off as Gabe Sullivan follows Lois into the room. "Dad," Chloe says in surprise. Lois stands awkwardly, hands shoved in her pockets and avoiding Chloe's eyes. Jimmy picks up the tension that quickly fills the room, darting his eyes from Chloe to her father and back.

"Hi, Chloe."

"Dad..." Chloe says and pauses, trying to figure out what to say. Her father had been one of the last people she'd expected to see. "What are you doing here? I thought Lois called and told you that I was okay." She looks at Lois questioningly.

"She did, but I was already getting on the plane...and I wanted to come," Gabe explains. He looks uncomfortable and says slowly in realization. "I guess Lois didn't tell you that I was coming."

"No," Chloe says quietly, looking accusingly at her cousin. "She didn't." Chloe feels betrayed. Lois is perfectly well aware of the status of Chloe relationship with her father and she should have know better than to bring him here without warning her.

Lois gives her a pleading look as she explains, "You were still asleep when I called him and when I left to pick him up at the airport. I didn't want to wake you up."

Gabe takes a step forward. "Chloe, I just wanted to make sure you're really okay. I took a couple days off work...Who's your doctor? I want to talk to him."

"You really don't need to, Dad. He already said I can go home."

"Oh, well, I should probably talk to him anyway," Gabe offers.

"Dad, really, it's okay," Chloe says firmly. Gabe's face falls a little and Lois shoots Chloe a disapproving look that Chloe meets with a glare. An awkward silence falls over the group until Jimmy decides to break the tension. He approaches Gabe and sticks out his hand.

"It's good to meet you, Sir. I'm Jimmy Olsen."

Gabe is a little taken aback, but after a moment, recognition crosses his face. He takes Jimmy's hand and shakes it. "Hi, Jimmy. Chloe's mentioned you. It's nice to finally meet the boyfriend." Gabe and Jimmy release hands. Gabe turns to his daughter and says hopefully, "Chloe, I haven't had breakfast yet. And even if you ate, I know how much you hate hospital food. How about I take you out to get something? Jimmy and Lois too, of course."

Chloe fidgets nervously, the idea of having to handle this awkwardness through an entire meal is more than she feels up to right now. "Dad, I...I would like to, but I'm sure you've heard about Lana. I really should go see her."

Gabe's disappointment is clear on his face but he nods understandingly. "I heard the press announcement. Poor girl. I can't believe that anyone would want to kill her. Have you spoken to her yet?"

Chloe shakes her head but Lois pipes up. "She called this morning." Everyone turns to her in surprise. "She called to talk to you," Lois tells Chloe." But I told her you were asleep. What?" Lois asks defensively at seeing Chloe's annoyance. "Clark already told us she was alive. It wasn't like I was trying to keep something big from you. She's fine. She was on her way to talk to Lex then...but I guess she's staying with her Aunt Nell now. I'm not really sure what's going on there."

"Why was she talking to Lex?" Chloe asks in alarm.

Lois rolls her eyes. "Well, I figured it had something to do with the fact that he's her husband, so I didn't really ask. And obviously, he wasn't the one who tried to kill her afterall...too bad. I was hoping he would go to jail." At everyone's horrified expressions Lois quickly explains, "I meant, it's too bad that Lex isn't going down for something. I wasn't saying that I wanted someone to try to kill her, obviously." Lois adds thoughtfully, "I wonder if she's with her aunt for some protection reason...or if there's trouble in paradise." Lois smiles grimly, "Maybe she finally got a clue and is leaving Dr. Evil." Gabe is looking at Lois strangely, clearly confused by the anger in her voice.

Chloe jumps in before her Dad can start asking questions and asks Lois, "Did you tell her what happened to me?" Despite knowing what Lana did with the wine cellar, Chloe feels a stab of hurt that Lana would have come to Smallville and not checked in to make sure she was alright.

"I just told her that you blacked out. I didn't really get into any details. I wasn't sure if you wanted me to."

Chloe nods, feeling some relief. "Okay, good." She turns to her father. "Raincheck on the breakfast thing? I really think I should go talk to Lana today."

Gabe forces a smile. "Sure. But Chloe, do you think it's a good idea for you to drive now?"

"I'll drive her, " Jimmy offers before Chloe can protest.

"Okay, then," Chloe agrees more quickly than she normally would, not wanting to prolong this encounter any longer than necessary. "We should get going. Lois, can you get my Dad settled in a motel or something?" Lois nods and Chloe and Jimmy head out. Chloe pauses at the door and looks back at her father, feeling guilty by his crestfallen appearance. She says quietly, "I'll see you later, Dad." He smiles weakly and nods.

Lois and Gabe stand alone in the hospital room for a moment. Then, Lois turns to Gabe and comments, "Well, I'm starved. Still up to getting some breakfast, Uncle Gabe?"

Gabe smiles warmly. "That would be nice, Lois."

---

"So, what do you think, Dr. Garner?" Lex asks, standing next to the man as he peruses the notes of Lex's late head scientist inside a laboratory nearly identical to the one Lex had in Reeves Dam. Lex rolls his eyes when Dr. Garner doesn't respond right away. He notices then that he's rubbing his left ring finger again, something he's caught himself periodically doing over the last few hours. He feels a surge of annoyance at himself and quickly shoves his hands inside his coat pockets. That problem solved for the moment, now Lex has to fight the urge to tap his foot impatiently while waiting for Dr. Garner.

Still looking at the papers, Dr. Garner comments, "This is extraordinary. Where can I find this man?"

"About six feet under," Lex replies impatiently and brushes away the stab of guilt for his crass response. Lex can't allow himself to dwell on such distractions. Regardless of the cirsumstances of the man's death, Lex's focus now needs to be on procuring a replacement and getting Project Ares moving forward.

Dr. Garner looks up at Lex in surprise and raises an eyebrow., laying the papers down on the table in front of him. "Well, that explains why you called me."

"Are you interested in the position?"

"I don't know," Dr. Garner says slowly, leaning back in his chair. "The last time I worked with you, I ended up in a coma for over two years and lost my entire life." Lex picks up on the bitter undertones but isn't in the mood to endulge the man's self-pity.

Lex smiles tightly. "Actually, that was because you worked with my father." Dr. Garner doesn't argue and Lex tells him. "I'm giving you a chance to restart your career. Summerholt is gone and you've been disgraced. What we're doing here will give you the opportunity to do research again. And after we defeat our enemy, your name will be associated with greatness. It's a chance at redemption, Doctor." Lex waits for Dr. Garner to answer.

Dr. Garner smirks. "You certainly have my attention, Lex. What exactly is it that I would be working on?"

Lex smiles. He walks over to a window, much like the one in the previous lab. Dr. Garner stands up and walks over to join him. Lex turns a switch and the room behind the window lights up, revealing Lex's army of soldiers. "These will be your patients, Doctor." Dr. Garner's eyes fill with awe as he gazes at the rows and rows of unmoving soldiers. "As you read, the project is near completion. The meteor abilities are stable and our test runs were...impressive. However, we have experienced difficulties with the neurological control of the subjects."

"And that's where I would come in," states Dr. Garner, not really asking a question.

"Exactly. You will have to work with some of our engineers at Syntechnics. Their computer chip has shown a great deal of promise, especially when combined with knowledge we gained from a certain meteor mutant that we had in our custody." At Dr. Garner's questioning look, Lex explains, "She had a unique ability to control meteor mutants. She should be mentioned in the notes I gave you. Anyway, despite our success, something...or more specifically, someone...was able to break through our control of one of the prototypes by getting through the memory blocks. We need you to fix this problem. We cannot risk activating the rest of the soldiers without being absolutely certain that we have full control over them."

Dr. Garner nods thoughtfully. "Where did they come from?"

"The soldiers?" Dr. Garner nods and Lex looks at the soldiers while he speaks. "They were soldiers who were severely injured. Through LuthorCorp technology, we were able to save their lives. Without their bionic enhancements, they would have died. In return for this gift, we ask them to use their new lease on life to protect and serve their country. They have been given an opportunity to spare millions, or billions, of people the terrible fate that was almost theirs." Lex falls silent, silently promising himself again that this project will be finished. He will not allow their sacrifices to be in vain.

"How long have you been collecting them?"

"Since Dark Thursday."

"And you have this many?" Dr. Garner's voice is incredulous.

"Many of them were injured and nearly killed during the events of Dark Thursday. The rest have been gathered over the rest of the year." Lex stares somberly at the hundreds of still bodies before him as he recalls the tragedy of that day...and his own helplessness as he was used as the weapon of destruction. He feels a grim satisfaction that the enemy will be defeated by their own victims...and that he, the one used against his own people, would now be the one to lead them to victory. He will not fail again. Suddenly aware that Dr. Garner is studying his expression, Lex brushes aside his thoughts and resumes speaking, "This would be your main focus. After you have solved this problem, I would have uses for you in other areas of Level 33.1"

"Such as?"

"We are trying to understand the neurological and psychological aspects of meteor infections. Meteor powers are controlled by the brain, the mind exerting its will on the body or the environment. For example, people with telekinesis are controlling objects in their surroundings through sheer force of will whereas someone who can turn himself invisible is doing the same to his own body. Every meteor power has a neurological component. It is crucial that we understand the relationship between the mind and the powers if we are to find a way to control the abilities. Another area of focus is based on the fact that many people who acquire abilities often end up exibiting uncharacteristic, and often violent, behavior." Lex's voice wavers only very slightly at this point but he doesn't think Dr. Garner noticed.

He forces himself to continue describing the problem in a detached voice. Detachment is a necessity...one lesson of his father that Lex has learned the hard way. "We don't yet know if this behavior is an actual physiological effect of the meteors or if it is more a psychological side effect the people have after acquiring such powers. We need help figuring out exactly how the meteor rocks are affecting the brain and if this is the cause of this violence. If so, we hope to discover a way to prevent or even reverse the process."

Dr. Garner is taking in Lex's words, his eyes dancing at the thought of all the possible research. Lex sees his interest and smirks. "Doctor Garner? I really do need your decision now. We don't have the luxury of time for Project Ares."

Dr. Garner nods. He looks back over the rows of soldiers and stares out at them as he says, "Lex, you have yourself a neuroscientist."

Lex smiles. "Excellent." Lex's face becomes grave. "Dr. Garner, I need you to understand that confidentiality is absolutely critical given the nature of this project."

"I know how to keep my mouth shut, Lex." Dr. Garner replies, turning back to face Lex.

"I'm well aware of that. But the issue of the mind control in particular requires secrecy. We work quite closely with the military on Project Ares but...we do not believe that the military needs to be aware of every aspect of the science behind the project. Do you understand what I'm saying?"

"What does the military think that I will be working on?"

"If General Lane or one of his men approaches you directly, first try to send them my way and let me answer their questions. If that is too difficult, just tell them that you are working on the fine-tuning the soldiers' ability to control their meteor powers. That is something that I would expect you to monitor as the project's neuroscientist and it should be sufficient to explain your presence to the military."

"Just leave out the mind control."

"As I said, the military only needs to worry about the tactical aspects of Project Ares and preparing them for battle. They don't need to know all the details of the science."

"I understand, Lex," Dr. Garner reassures Lex.

Lex smiles, pleased that everything seems to falling into place. "In that case, welcome to Level 33.1." Dr. Garner returns the smile and looks back through the window, his smile growing as he takes in his future.

---

"Lana, are you here? What are Lex's men doing outside?" Nell calls, walking down the hallway toward the closed door of Lana's bedroom. She knocks lightly on it. "Lana?" Feeling a little concerned, Nell tries the knob, and, finding it unlocked, pushes it open. The back of the door hits a box but Nell manages to squeeze in through the partially opened doorway. She freezes when she sees Lana sitting on the bed, knees pulled to her chest and rocking slowly with tears streaming down her face. "Lana?" Nell says in alarm. Lana looks up at her with red, tear stained eyes, but doesn't say anything.

Nell pushes her way through the maze of cardboard boxes, some with the flaps opened but most still untouched from when the mansion servants had delivered them. Nells reaches the bed and sits down next to Lana, who shifts a little to make room for her aunt. "Lana, what is it? What happened?" Nell pleads softly. Lana has ceased rocking, but only shakes her head slowly in response to Nell, the tears still sliding down her face. Nell notices that Lana's hands are grasping a book and pressing it tightly to her chest. Nell can't make out the full cover, but she sees Paris written near the top. Not knowing what to do, Nell tentatively puts her left arm around Lana's back and feels Lana tense. Nell expects Lana to move away from her touch but to her surprise, after just a moment, Lana seems to sag into her aunt. Nell pulls her niece against her, and feels that Lana is shaking all over. Nell holds her niece in her arms as Lana finally lets go and begins sobbing deep and painful sobs that shudder through her body.

---

The phantom rushes at Clark's face, shrieking, but Clark stands his ground. He winces as the phantom stops only inches from his nose and breathes out a sigh of relief as the phantom is pulled backwards, his shrieking reaching a higher pitch as he's sucked into the triangular crystal in J'onn's hand. Clark, breathing a little hard, comments, "Kind of waited to the last minute there."

J'onn watches the crystal as the red orb inside it stops glowing. He slips it inside the pocket of his charcoal jacket. He turns to face Clark. "You were not harmed," he says calmly.

Clark scowls a little but decides to drop the matter. "How many more attacks do we have to look into?"

"One," J'onn informs him. "There were a few attacks at three hospitals in St. Louis earlier this morning. It's been about 13 hours, so if it's the creature I suspect, it may be about to feed again."

"Feed?"

"There is a race that feeds off of the dead." Clark makes a face but J'onn continues, "Despite laws against it, certain members of their society took to feeding off of the dying rather than the dead, as their primitive ancestors once did. The attacks that have occurred at the hospitals may be the work of one of these individuals."

"They eat them?" Clark asks hesitantly, feeling nauseous as he remembers the monster from Seatle.

"Much like arachnids on Earth, they secrete a fluid into the body of their victim via an adaptation on their hands that liquefies the internal organs so that they can be sucked out via their tongue."

"That's disgusting."

J'onn doesn't appear disturbed. "It is another way of life. Not really any different than humans consuming bovine meat...it is just consumed in a different physical form." Before Clark can figure out a way to respond to that, J'onn continues his explanation. "When done on the dead, no one is harmed. However, these criminals are killers and that is why they were imprisoned in the Phantom Zone. He will need to be feeding again soon. We should inspect some of the hospitals in St. Louis in case it is still in the same area."

Clark nods tiredly, the day starting to wear down on him. He watches as J'onn lifts off the ground and rushes off in a blaze of red light before following by foot.

---

"I don't like this," Nell says, sitting on the edge of the bed next to Lana.

"I know," Lana replies quietly. Lana fiddles with the corner of the Paris travel guide on her lap, feeling drained, which thankfully has brought a certain numbness with it.

"Lionel should be in jail."

"I agree, believe me. But I can't prove what he did." Nell frowns, shaking her head. Lana insists, "Lex thinks this is the best way to deal with Lionel and no one understands Lionel better than Lex does so I guess, for now, I'm going to let him handle it."

"I don't know. That boy has always been far too forgiving of his father if you ask me," Nell replies with a bitter edge to her voice.

Lana says softly, thinking of the look in Lex's eyes that morning, "I think this time, Lex may have finally been pushed too far."

Nell studies Lana carefully. "Lana, what happened when you talked to Lex?" Lana bites her lower lip nervously but before she can answer her aunt, the doorbell rings.

"Hold that thought," Nells says, rising from the bed. "I'll go see who that is." Lana nods and Nell walks from the room.

Once alone, Lana looks down at the book in her lap. She opens the cover and reads the inscription scrawled inside: Just a little something to help you find your destiny -LL. Lana smiles soflty, remembering the way she had felt the day Lex gave it to her: excited about her future and secure in the knowledge that someone really believed in her. The smile quickly disappears from her face and she closes the cover quickly, fighting back the tears that threaten to spill out again. She takes a shaky breath, trying to clear her head from the memories that have been haunting her since this morning.

Lana stands and carries the book over to the dresser, placing it on the surface carefully. Lana trails her fingers over the cover one last time before her gaze moves to the two rings resting on the surface of the dresser. She picks them up carefully and examines them in her hand. Throw them away, Lex had said, as if they meant nothing. Lana wishes she could figure out if that's true.

"Lana?"

Lana quickly moves the rings underneath the buttoned collar of her violet blouse and turns to the door to face her aunt. Nell says in a quiet voice, "Chloe and her boyfriend are here. Are you up to visitors?"

Lana feels a surge of panic at the mention of Chloe's name and gulps a little as she offers Nell a forced smile and nods. "Sure."

Nell turns behind her and ushers Chloe and Jimmy through the door. Lana and Chloe lock eyes and Lana tries not to cringe upon seeing the condemnation in there. Apparently, Clark had been busy. Lana smiles tightly but decides to address Jimmy, who, as usual, is wearing an open, friendly smile. "Hi guys. It's good to see you. Nell, were you introduced to Jimmy?"

"Yes, downstairs," Nell tells her. "I'm going to go make some sandwiches. Why don't you all come down after you've talked a bit?" Lana smiles at Nell in agreement and Nell leaves the three alone. Lana feels a desperate wish that Nell hadn't left, wanting to have at least one person on her side present.

"We just came to check up on you," Chloe says, a hint of coldness in her voice. Chloe had been taken aback upon first seeing Lana's pale face. Lana's eyes are puffy and she was clearly crying not too long ago, but Chloe is still too angry and hurt on behalf of Clark and herself to feel much sympathy.

"How are you doing, Lana?" Jimmy asks and Lana offers him a warm smile at the genuine concern she hears in his voice.

"I'm fine, Jimmy. I'm glad you came."

Chloe turns to Jimmy asks, "Hey, Jimmy. Would you mind if Lana and I talked a minute? It's girl stuff."

Jimmy nods and backs out of the room. "Sure, I'll go see if I can help your aunt in the kitchen."

Lana smiles and nods as Chloe says, "Thank you" before Jimmy walks out the door and heads down the hallway. Chloe closes the door soflty and turns to face Lana.

There is a tense silence before Lana decides to get this over with and says, "So I'm guessing that Clark told you what happened yesterday."

"Yeah," Chloe affirms coldly. "He did." Chloe waits for Lana to say something.

Lana sits down heavily on the bed before replying. "Chloe, I'm sorry about locking you in the wine cellar. I really am." Lana gives Chloe a pleading look, "I need you to know that I never thought you were in any danger. Please believe me. I would never intentionally hurt you."

Chloe scrunches up her face slightly, choking back her hurt. She shakes her head and continues with a slightly shaking voice, "Lana, I really want to believe that...so I'm going to assume that's the truth."

"It is."

"Fine, but Lana, even if you didn't think I was in physical danger, you still...you promised that you wouldn't ask me about Clark and then you use me like that? How could you do that to me?"

Lana sets her jaw and says defiantly, "Like I said, I'm sorry if I hurt you, but I wouldn't have had to do it if you had just been honest with me."

"Are you serious?" Chloe asks incredulously. "You betrayed me! You betrayed Clark! You had no right -"

"I had a right to know the truth," Lana replies angrily. "Chloe, he killed my parents. Do you have any idea at all what that's like to find out?"

"That wasn't Clark's fault," Chloe insists. "God, Lana, he was just a baby." Chloe walks over and sits down on the bed next to Lana, desperately wanting to get through to Lana, feeling one of her best friends slipping away from her. "Lana, you can't hold that against him."

Lana digs her fingers into the edge of the bed, feeling her anger start to push through her exaustion. She's getting tired of being treated like a bad person for being angry. "You know what?" Lana snaps, "I don't want to talk about Clark. I wish I was surprised that you were taking his side, but let's face it...you were always Clark's friend before you were mine."

"That's not true," Chloe says, ignoring the nagging voice in her head asking her if she's telling the truth.

"Yes it is," Lana insists, fighting back her own tears. "You knew how my parents died, and you kept it from me."

"I told him that he should tell you," Chloe says defensively. "But It wasn't my secret to tell...and I've kept things secret for you too. Like your pregnancy."

"That secret's different. I could forgive you keeping secret Clark having powers as a meteor freak." Chloe winces at the word but Lana doesn't notice as she continues, "But you were keeping secret something that involved me, something that affected my life. If I knew why something horrible happened to your parents or...or Lois or even Jimmy, how would you feel if you discovered that I lied to you to cover it up?" Chloe remains silent, thinking about her mom. How would she have felt if Lex had told Lana about what he was doing to her? Chloe shifts uncomfortably. Lana notices the doubt in Chloe's eyes and presses the advantage. "You're mad at me, but you haven't exactly been the best friend to me either. And maybe I betrayed you when I locked you in the wine cellar, but you were betraying me right after."

"What are you talking about?" Chloe asks in confusion.

"Telling Clark to break up my wedding? While you were pretending to support me as my maid-of-honor."

"Lana!" Chloe exclaims. "The only reason you married Lex was because of Lionel...you didn't want to marry him."

"You didn't know that," Lana says firmly, feeling nausea rolling into her stomach at the mention of Lex and the wedding.

"I was trying to protect you. I knew that you were making a mistake."

"Then you should have told me yourself." Lana's voice is shaking, wishing that she hadn't brought this subject up. Images of Lex's face as she walked down the aisle keep flashing before her and Lana is starting to feel the same heavy weight on her chest that she had felt in the mansion earlier, making breathing a little difficult. Lana notices that Chloe is looking at her with some curiousity. Lana focuses on making her breaths slow and regular and tries to keep her voice steady as she tells Chloe, "You shouldn't have sent my...ex-boyfriend to do it."

"You're right," Chloe says softly and Lana gives her a sharp look in surprise. "I should have talked to you myself. I guess...I guess I've gotten so used to Clark being the hero...that I didn't think that maybe in this case, I should have done it myself." Slightly distressed, Chloe wonders when she started leaning on Clark so much to do everything...at one time, it never would have occurred to her to sit back and just assume that someone else would take care of the problem.

"He's not a hero," Lana says bitterly, stirring a surge of protectiveness in Chloe, her previous thoughts fleeing her mind.

"He's saved your life enough times. You're not giving him a chance. If you just got over your issues with the alien thing, then you'd see that he's the same wonderful guy."

Lana's eyes flash. "Yes, he's the same liar he's always been...only now, I know that his lies were much worse than I could have ever imagined." As an afterthought, Lana adds, "So are yours."

"Whoa," Chloe says standing up. "When did I become the one on trial here? You hurt Clark. You locked me in a wine cellar...why am I apologizing to you?"

"I said I was sorry about the wine cellar, Chloe," Lana snaps. "All I'm saying is that you haven't exactly been a great friend either."

Some of Chloe's anger dissipates. "I shouldn't have told Clark to break up you're wedding, I know that. I don't know what to say about keeping Clark's secret from you...I understand what you're saying, but...honestly, I think I would have done things the same way again. I'm sorry to hurt you, Lana..." Chloe's voice grows quieter. "But I really don't know what else I could have done."

Lana looks down at the floor, trying to fight the tears in her own eyes. Despite her best efforts, a few slip over and slide down her cheeks. "Even when I was sleeping with him? Who knows what he could have done to me. You don't think you should have told me what I was going to bed with?"

"Who," Chloe replies. "Not what. Clark Kent. A guy who loved you and never would have let you get hurt."

"Chloe," Lana says looking up at the other girl. "He's not a person. He's a...an alien...some kind of monster."

"You don't really believe that," Chloe says fearfully.

"You're letting your feelings get in the way, Chloe. You're not letting yourself see him for what he is," Lana says reasonably, trying to talk sense into her friend.

"I see him for who he is, Lana. I know him."

"No, you don't. You have no idea what he wants," Lana says beseechingly, "Chloe, please. You can't keep believing him. I don't want to see you get hurt."

"He's not going to hurt me. He's my friend, Lana." Chloe adds sadly, "And he used to be yours too."

"Not anymore," Lana's voice grows sad as she says pleadingly, "I wish you could see the truth, Chloe."

"I wish you could." Chloe looks down, blinking back tears and then back to Lana. She searches Lana's face but sees no sign of yielding. Chloe states quietly, "Well, I guess that's it."

"Yeah, I guess so," Lana agrees somberly. Chloe nods once and turns toward the door. Lana looks at her back and panics, standing quickly to her feet. "Chloe!" Chloe turns and hastily wipes a few tears from her face. Lana falters a little, not sure what can be done, but desperately knowing that she can't let Chloe walk out that door. Through her own tears, Lana chokes out, "I just...I feel like I'm losing everyone. I can't lose you too."

"I don't know what to do," Chloe says helplessly.

Lana thinks quickly and then suggests, "One time we agreed not to let Clark get between our friendship. We could try that again."

"You think that would work?" Chloe asks warily. "Because I'm going to be friends with Clark, Lana, even if you're not."

"I know," Lana says resignedly. "But we were friends even when I was with Lex. If you could deal with that...I guess I can deal with Clark."

Chloe nods slowly, thinking about the possibility. She walks a few steps forward. "Lana, you pulled a meteor rock on Clark. I need to know that you aren't going to do anything to hurt him."

Lana pauses but nods. "I was protecting myself. Just tell him to stay away."

"Have you told anyone?" Lana doesn't answer at first and Chloe walks a few more anxious steps forward until she's next to the bed. "Lana? Did you tell Lex? I know you talked to him today."

"We're getting a divorce. I had to go talk to him."

Chloe sits on the bed next to Lana and looks at her closely. "But you didn't tell him?"

"No, I didn't tell him," Lana says softly, looking down at her hands, rubbing her finger over her left ring finger, noticing that her skin is slightly paler where the rings had rested, their presence still with her even though she's removed the actual rings. For some reason, Lana finds that strangely comforting.

Chloe breathes out a sigh of relief. "Good. That's good. Lana, you can't tell him. You can't tell anyone. If you can't do that for Clark, do it for me."

Lana bites her lower lip, thinking over Chloe's plea before nodding. "Okay."

"Lana?"

Lana looks up and into Chloe's eyes. "I promise."

Chloe smiles slightly. "Okay, then I guess we can try."

"Still friends?" Lana asks in a small, hopeful voice.

"Yeah. I mean, we have a lot of issues we're probably going to need to work out." Chloe's voice softens. "...but I don't want to lose you either." Lana smiles genuinely despite the tears in her eyes and Chloe grins in return."So...how about some of those sandwiches Nell was talking about?" Lana lets out a relieved chuckle and the two girls stand together and walk out the room.

---

Clark walks down the empty hospital corridor, feeling frustrated. He x-rays each room as he moves along, but sees nothing suspicious...just like in the other two hospitals. Maybe J'onn doesn't know what he's talking about. It probably isn't even a zoner, as was the case in five of the other attacks. The news had reported strange, unexpected deaths of several patients, but it hadn't specifically said that people's insides were turned to mush and sucked out...although, that might not be something they'd exactly want to announce now that Clark thinks about it. Clark turns the corner, lost in his thoughts and comes to a halt just inches from J'onn's face. He gasps and jumps back while J'onn regards him passively.

"Do you have to do that?" Clark asks breathily, suddenly feeling sympathy for his friends and his parents for all the times he appeared out of nowhere around them.

J'onn ignores the question. "I assume that you have had no more luck then I."

"No, nothing," Clark confirms. "It might help if I knew exactly what this thing looked like. Just telling me I'll know it when I see it isn't really that helpful."

"Humanoid. It does not walk as humans, but rather floats over the ground. Should have a bluish halo."

"Oh," Clark says, eyes widening slightly. How could somthing like that move through a hospital undetected? "So I guess I'll probably know it when I see it, then?"

"It is quite distinctive."

"Yeah, I guess so...so what do we do now? We've checked all the hospitals."

J'onn frowns. "I suppose he moved to another city. We need to find out where." J'onn starts walking down the corridor that Clark had just come from and Clark falls into step beside him, waiting for an explanation. "If there have been more such deaths in this hospital or another one nearby, a nurse or doctor may have heard something." J'onn and Clark turn around another corner and J'onn heads directly to the nurse's station. "Excuse me." A plump, nurse with short curly, gray hair looks up from her computer and he asks, "Could you tell me if there have been more eviscerated patients?" Clark roles his eyes at J'onn's lack of subtlety as the nurse stares at the martian in shock. J'onn waits patiently.

"Wh-who are you?" the nurse asks looking from Clark to the martian. "You're not cops."

Clark feels mildly self-conscious under her scrutinizing gaze, aware that his face and clothes are streaked with dirt after his hectic day. Trying to hold together a rather large tear in his sleeve with one hand so that she might not notice, Clark steps forward before J'onn can answer. "Um, I'm related to one of the victims. My friend is just trying to help me find out what happened." Clark gives her the sad look that he always uses on his mom, hoping he'll win her over too since she has a motherly appearance.

The nurse's face softens in sympathy. "Oh, I'm so sorry. I wish I could help you, but my shift just started a few hours ago."

"Well, thanks anyway," Clark says, offering a small smile. "Let's go...John." J'onn gives Clark an almost amused glance and nods curtly to the nurse in thanks.

"Wait," The nurse says. "'I don't know if I should be telling you this, but we were just told, about 15 minutes ago, that they found a body in the Davis Clinic in Metropolis in a similar condition." Clark and J'onn exchange an alarmed glance as the nurse continues, "So they think a person is responsible and has been moving around, killing people. Police are at the Davis Clinic right now, so I'm sure they'll catch him." The nurse offers Clark an encouraging smile.

Clark nods at her and says, "Thanks," as he hurries to catch up with J'onn who has already started moving away. As soon as they are out of sight of the nurses station, J'onn looks around quickly and seeing no one, rushes off at superspeed with Clark on his heels.

---

Lionel sits on the side of his hospital bed, facing the window, buttoning his shirt over his bandaged ribs with his uninjured hand. He has a cell phone cradled against his ear, held awkwardly in place with his left hand that is encased in a cast down to his elbow. "That's good to hear...yes, yes, call me immediately if he does start asking questions. I will be stopping by later tonight." He hears the door open and click shut behind him and scowls slightly. "Yes, we'll speak more then. Goodbye." Lionel clicks the phone shut and resumes the task of buttoning his shirt. "Son...should I be touched by warranting a second visit?" Lionel can imagine the smirk that has surely spread onto Lex's face.

"Leaving so soon, Dad?"

Not turning to face Lex, Lionel remarks casually as he finishes the final button on his shirt and starts to secure his cuffs, "You know me, Lex. I don't like to just sit around. And now that, thanks to you, I have a great deal of...free time on my hands, I should make good use of it. Wouldn't you agree?"

"I know that the Metropolis Retirement Center has some nice activities for seniors. I'm sure they'd let you join in on a game of Bingo."

Lionel stands painfully and turns so that he can see his smirking son standing by the door. "What do you want, Lex?"

Lex smiles. "I'm sure you've heard the good news."

Lionel nods, "Yes, yes, the lovely Mrs. Luthor has miraculously risen from the dead."

"Yes, and I'm here to make it clear that she is going to remain alive."

Lionel grimaces in annoyance. "More accusations, son? I was under the impression that the police already had her would-be murderer in their custody."

"Full confession. Very convenient," Lex replies. "And even more convenient that he mysteriously died only an hour later in his cell. Suicide, supposedly."

"Well, at least with him dead, Lana should be safe."

"I'm not in the mood, Dad," Lex snaps, quickly tiring of Lionel's evasions. "I know you engineered Lana's murder and she knows it. So here's what's going to happen:" Lionel's eyes narrow as Lex leans back against the closed door. "Lana has recorded a testimony that is in my lawyers' possession. I have also provided my own testimony as well as discs that contain security video of you conversing with Lana...blackmailing her and receiving information from her. I have to admit that I'm somewhat disappointed that you would so carelessly conduct your business in view of my security cameras but I suppose that such lapses are only to be expected with age." Lionel glares as Lex lets the barb sink in before continuing. "Naturally, there are multiple copies of each video and document in multiple undisclosed locations. If anything should happen to Lana, her aunt...or myself for that matter, all the evidence will very quickly make it into the hands of the authorities. And after you escapsed their grasp last time, I have a feeling that some people will be quite eager for another excuse to put you back in jail."

Lionel nods contemplatively. He moves around to the other side of the bed and lowers himself slowly onto the edge. He looks up at Lex and says in exasperation, "Lex, your insinuations about my supposed guilt are getting very tiring. There is nothing connecting me to that explosion and you know that, and there were several witnesses in the alley who will attest to my shock and horror upon seeing the tragedy. All your evidence would possibly show is that I might be guilty of...forceful persuasion and idle threats."

Lex flashes him a grin. "I have no intention of having you arrested for yesterday's attempt on Lana's life...or the murder of Danielle King. You covered your tracks well, Dad, and I can't prove what you did."

"That's because I didn't do anything."

"But...I don't have to prove that." Lionel gives him a wary expression as Lex explain, "Blackmail and threatening someone's life are crimes, Dad. Maybe they don't carry as much jailtime as murder, but they are still blackmarks on your name. But those are just bonuses...do you really think that's all I have?"

Lionel's expression grows mildly concerned, seeing that Lex is enjoying his deluded impression that he has the upper hand. "What are you talking about?" He asks impatiently.

"Conspiracy to commit murder."

Lionel scowls, exasperated. "Lex, you just admitted that you have nothing to connect me to that."

"I'm not talking about yesterday. I'm talking about the shooting at the Daily Planet."

"That was a mugging, son."

Lex continues as if Lionel hadn't spoken. "Included in Lana's testimony is her description of a conversation you had with her in the hospital room following the incident...where you warned her of the dangers of betraying you. That combined with the evidence I have that you were blackmailing her supplies motive."

Lionel sighs, not feeling impressed but Lex doesn't seem to be quite finished as he resumes, "I also had some more digging done into that incident last night and this morning. You see, when it first happened, it didn't occur to me that you would have a reason to hurt Lana and my investigators were working in the dark. After the revelations of yesterday, I had a direction to point them in."

Lex pauses for what Lionel assumes is dramatic effect. Lex is far too pleased with himself but Lionel remains silent as the boy continues, "And they didn't come back empty-handed. Your attempt on Lana's life yesterday was well-planned and you had the time to cover all your tracks meticulously, that's true. But that night the other week, Lana almost got one over on you. You didn't think she would really sneak off to a reporter behind your back like that...So you had to act quickly. You had someone shoot her and then had the hitman killed while in police custody. You were sloppy, Dad. You had to wire him money very quickly and I have records that indicate that the exact amount of money that appeared in his account also happened to have disappeared from one of yours the very same night. So I have motive and I can connect you to the hitman," Lex concludes smugly.

Lionel stares at Lex, and his eyes flash with anger. He says in a low, warning voice, "I'd think twice before you threaten me, son. Or have you forgotten about Dr. Langston and my efforts to cover up your tresspass?"

Lex smiles at Lionel coldly but remains completely composed. "And what can they find, Dad? There were no security cameras in the crypt. And your people cleaned up any traces of blood or a struggle...which I appreciate, by the way, because there really is nothing that could incriminate me."

"One phone call, Lex. That's all that's needed to suggest to the police of the necessity of a second autopsy."

"They'd probably need a body for that," Lex comments thoughtfully. At Lionel's confused expression, Lex says in mock surprise, "You didn't know? I guess I neglected to mention it...Apparently, Dr. Langston had a distant relative that just recently resurfaced and he, for some reason I don't know, wanted the body cremated."

Lionel's mouth hangs slighly agape in surprise. He composes himself and says offhandedly, pulling out another weapon in his arsenal, "Of course, the police would also probably be interested in your activities in 33.1. If the police and media got wind of what you are doing there, I'm pretty sure any crime you pin on me will be pushed to the second page."

"If you try to take me down for Level 33.1, I'll take you down with me," Lex states calmly.

"I'm not the one running the facilities, Lex. You would suffer far worse than I were 33.1 to be exposed."

Lex shrugs nonchalantly, "That's not what the documents I have say." Lionel feels a step behind, not a feeling he enjoys. Lex helpfully catches him up. "...Memos sent by you about certain inmates, documents bearing your signature approving of experiments...as the director of Level 33.1 working under the umbrella of LuthorCorp." Lex grows thoughtful, "Actually, it's possible that I wasn't even aware of your activities in 33.1 seeing as how, as CEO, I have so many companies and groups working for me that it's difficult for me to monitor each individual closely. I suspect that when I do discover the crimes you committed under my watch, that I'll be morally outraged and have to make a public statement disowning you and apologizing for having let one of my employees have enough free reign that he could commit such travesties without my knowledge."

Lionel stares at Lex, trying to process the information. He slowly smiles, impressed. "My, my, Lex, you have been a busy boy."

Lex smiles coldly. "I learned all your lessons well, Dad."

"Metron," Lionel murmurs, still smiling slightly to himself at the boy's resourcefulness.

"Well, since we seem to finally be on the same page...and I can trust that there won't be a repeat of yesterday's incident..." Lex stands up straighter and takes a step away from the wall. "I'll be leaving."

"Why the concern for this girl's well-being?" Lionel asks, causing Lex to freeze. Lionel continues in a parental tone, "Are you letting her weasle her way back into your life? Oh Lex, I had thought that you were cured you of your delusions about her. I'm honestly disappointed, Lex."

Then tension goes out of Lex's face and he replies in a bored tone, "Don't worry about me, Dad, I can handle Lana. I'd worry more about yourself."

"You have no desire for revenge, Lex? I have to admit that you're generous offer to me, considering the atrocities of which you believe I'm guilty, and your efforts to protect Lana are...rather curious. I would have expected you to lash out at her and myself...and Clark Kent as well."

"Dad," Lex says condescendingly, "I know that you have an inflated sense of your importance in my life but I actually do have more important things to do than wasting my time on individuals, who, in the end, really don't matter."

"If that's true," Lionel remarks. "Then why protect your duplicitous wife? Why not just cut her out of your life and be done with it? You aren't hoping to get back into her good graces, are you, son?" His voice becomes slightly taunting. "You hope that you protect her from the mean old man and tell her that you didn't give her the hormones, that she'll love you? Oh Lex, it really is quite sad."

Lex eyes Lionel distastefully as Lionel smirks in self-satisfaction. "I'm not petty enough to desire Lana's death and I certainly am not going to allow you to murder her and fulfill your plans just to appease my anger. Your game with her and with me is over now...and you're just going to have to accept that it did not end on your terms." Lex adds, "But you can rest assure, Dad, that Lana is out of my life. I have no more intention of putting up with her lies any more than I do yours." He turns to leave and heads to the door.

"What of your deceptions?" Lionel calls, again halting Lex's departure. "I don't suppose you told her what really happened with the baby." Lex turns back around, eyes narrowed. "Don't you think she has a right to know the truth about why she lost her baby?"

"I told Lana what happened," Lex says with carefully contained anger. "There was a miscarriage."

"But you left out why the miscarriage occurred and chose not to tell her of the baby's...abnormality," Lionel taunts with a slight chuckle. Putting on a somber expression, he adds thoughtfully, "It would be a terrible shame if she were to discover it from some other means."

Lex takes several steps forward and stands directly in front of his father. "I'm not playing your games anymore, Dad, and you're starting to try my patience. As you said, I have been very lenient with you after everything you've done, but don't, for a moment, make the mistake of thinking that I wouldn't feel completely justified to take whatever action I choose against you. Do not push me."

"Threatening my life, Lex?" Lionel asks in a low voice.

Grimly, Lex replies, "No, Dad. If there's one thing that I've learned from you, people suffer much more in life than they do in death." Lionel jerks back a little from the hatred radiating out of his son. Lex leans forward so that his face is level with Lionel's, the coldness in his eyes boring into Lionel's. Lex drops his voice, laced with venom, to a near whisper. "So whatever you know or think you know about myself or my dead son, I suggest that you forget it." He stands up straight, smooths the front of his trench coat and looks his father in his eye before turning his back on Lionel. "Enjoy all your free time, Dad," Lex calls pleasantly over his shoulder as he walks out the door and shuts it behind him.

Lionel strokes his chin thoughtfully as a small, thoughtful smile spreads onto his face. "Hmm."

---

Clark hurries over to J'onn, who is approaching from the opposite end of the hospital hallway. "I didn't see it," Clark tells him, coming to a stop in front of the martian.

J'onn's face is troubled. "Nor did I. He would not travel far during one of his feedings. If he is not in this hospital, he may be in one in the area."

Clark nods. "Okay, the two other biggest hospitals are Metropolis General and the Children's Hospital."

"Then we must go. Go to the first one and I will investigate the Children's Hospital." Clark nods in agreement. J'onn quickly scans the surrounding rooms and pulls Clark into an empty one. Once out of sight, both speed off and out of the hospital.

---

Lex approaches the nurse's desk and puts his hands on the counter, leaning forward just a little. "Excuse me." The nurse, a young woman in her early twenties with long, chestnut hair pulled up in a high ponytail, looks up at him and her jaw drops instantly in recognition. Lex ignores her look of awe and tells her, "I need the room number of a friend of mine."

The nurse automatically replies, "It's past visting hours." She then gulps and grimaces as she realizes what she said.

Lex smiles at her charmingly. "Yes, I know, but the management is usually willing to overlook that for me. You see, it's hard for me to come earlier since I'm usually working."

The nurse's face flushes. "Of course...Mr. Luthor. I...I'm sure it would be okay. Your name is on one of the wings." The nurse freezes and gives him an apologetic look. "Sorry. I probably shouldn't have..."

Lex chuckles, her nervousness improving his mood slightly. "Don't worry about it. The last name is Bartlett."

The nurse smiles gratefully and starts scrolling down the computer screen. "Okay, sure...Okay, I got it. This floor, room 628."

"Thank you. Would you also page his physician for me? I tried calling him, but he hasn't answered. It should be Dr. Brush."

"Um, there was some kind of emergency with another patient in another wing and I think he's still busy. But I could ask him to come up after?" She offers hopefully.

"That would be great. Thank you."

Lex moves back from the counter to leave but the nurse hurriedly asks, "How's your wife?" Lex feels a sharp pain in his chest and freezes. The nurse nervously babbles, "I mean, I heard about everything that happened. I can only imagine how happy you were to see her alive."

Lex smiles tightly/ "It was certainly a relief."

The nurse grins brightly. "Yeah, you know, I heard them saying that you might have done it but I just couldn't believe it." She shakes her head in disgust, the ponytail bouncing over her shoulders. "I've probably read every Lexana article there is and I could just feel how much you two were in love."

"Lexana?" Lex repeats vaguely, feeling sick to his stomach.

"Lex and Lana. They combine the names. Like Bennifer," the nurse explains helpfully. Lex nods, remembering Lana showing him a newspaper headline with the same word not too long before the wedding. He remembers the two of them laughing about it. Her laugh now keeps echoing in his head...it's been so long since he's heard that laughter...and she'll never share it with him again. Maybe her laughter had ceased alltogether, for him or anyone else, the moment she became attached to him, her sorrow at being with him drowning out all the joy in her heart. The nurse is still babbling, "I just loved the story. Best friends who end up falling in love and becoming husband and wife. And more, the billionaire from the city finds love with the small-town girls and wisks her away to live in a castle. So romantic. Kind of like a fairy tale, you know?"

Lex loosens his tie a little, starting to feel like he's suffocating. "Yeah, I'm sure the Brothers Grimm would have loved it."

"Oh, where's your ring?" The nurse asks, noticing his naked left hand.

Lex glances at his hand before putting it in his pocket "Long, chaotic day..." he answers vaguely, not caring to explain himself. He quickly changes the subject. "I should go see my friend now."

"Oh, of course," the nurse nods in disappointment. "Well, good luck with everything!"

Lex nods at her curtly and turns away, walking briskly down the hallway, breathing a little easier again. Lex turns a corner at a fork with an arrow pointing him to rooms 620-639. As he turns, he notices a figure just disappearing into one of the rooms on the left in the periphery of his vision. Lex mentally counts the doors and discovers that the person had gone into the very room for which he is headed. Lex quickens his pace slightly, hoping to catch Dr. Brush or anyone else who might be treating Bartlett. He arrives at the ajar door to the room and pushes it open.

Lex freezes when he sees the figure standing on the far side of the bed, its hairless head bent over Bartlett's still form. The being is pale blue from head-to-toe and wearing a pale blue jumpsuit that is so tight Lex had at first thought it to be it's skin. A pale blue halo surrounds its entire body. It has a hand with long pale fingers stretched toward Bartlett's face, with a thin tube emerging from the top of the hand and slowly extending toward the unconscious man. It completely ignores Lex despite the fact that Lex is breathing hard and should have been heard. Lex gulps, trying to calm his racing heart and moves his hand under his long trench coat to pull out the black handgun from the back of his waistband. He pulls it out and points it at the creature, unlocking the safety. The click of the safety lock seems to get the creature's attention and it tilts its head to look at Lex with its two dark saucer-like black eyes that, instead of resting over any conspicuous nose, lie above a black circle that must be its mouth. Lex feels a shudder move through his body.

---

Clark watches from the hallway in Metropolis General as doctors move in and out of the room of the alien's latest victim. Clark turns around and scans the hospital floor with his x-ray vision. He looks below and then looks in the floors above him, stopping when, directly above him, he sees three skeletons: two clearly human, one lying down and one holding a gun outstretched. The third's skeleton is a blur rather than being sharp and clear like the other two. Clark pulls out of x-ray vision and speeds up to find the zoner.

---

Before Lex can so much as blink, the monster is only inches from his face, the dark abysses of his eyes staring expressionlessly at Lex. With his long hand he grabs Lex's collar and effortlessly throws him, swinging him so that he flies behind the creature to the far end of the room, crashing into the small table at the foort of Bartlett's bed before sliding along the floor into the wall. Pain shoots through Lex's body and he struggles to get his hands under him and lift his upper body off the floor. Managing to get to his knees, Lex panics as he notices that he has lost the gun. He notices it on the floor, just slightly under Bartlett's bed. He starts to lunge for it but the creature appears directly in front of him, floating several inches above the floor, causing Lex to slide back against the wall as far as he can go. Not seeing any weapon within reach, Lex looks up at the creature defiantly, determined that these things won't make him a coward two days in a row.

Clark comes out of superspeed near the room and jogs to the door. He looks inside and quickly jumps out of the way, pressing his back to the wall next to the door. Damnit. Why did it have to be Lex in there? Lex is looking right at the zoner. If Clark gets into a fight with it, Lex will be sure to see him do something. While Clark hesitates, trying to figure out how to proceed, a red blur rushes past him into the room. Clark looks around the edge of the door to see J'onn appear behind the zoner that is towering over Lex and taking advantage of its distraction, grabbing it by the neck. The creature shrieks in such a loud, high-pitched voice that Clark covers his ears and bends over in pain.

Lex presses his hands against his ears, trying to block out the painful howls. He squints through his pain to look at his rescuer who has backed the creature against a wall, his fingers pressed into an area just above where the creature's collar bone should be that seems to be causing the creature a great deal of pain. Lex realizes that the man is saying something to the creature. Lex inches forward on the floor, still feeling a sharp pain in his back from his flight through the air, but hoping to hear the conversation. With one hand, he reaches out and grabs his gun as he gets within reach. He lowers his other hand as well, trying to force himself to bear the horrible noise. Unfortunately, he can't make out the words, which don't sound like English...or any other language with which Lex is familiar. Lex inches forward a little more, neither the man nor the monster paying him any mind, and the man's face becomes visible. Lex startles when he notices that the man's eyes are glowing red, revealing that he too is certainly not a normal human being either.

The man keeps barking demands at the monster, who only continues its painful screams. Finally, the sound stops momentarily and the creatures rasps out one word, that Lex can't quite pick up, before the screaming resumes. This time, the pain is so great that Lex firmly clamps both hands against his ears.

Clark bends back over from his momentary relief when the noise had ceased as the screaming begins again. Sagging to his knees, Clark peers around the corner to see J'onn grasping the zoner's neck, not seemingly affected by the noise. Anxiously, Clark silently begs J'onn to hurry up, unable to do anything to help while the noise is crippling him. In relief, he sees J'onn pulls the metal ring from his pocket with one hand, while still pressing on the zoner's neck with the other. On the far side of J'onn, he can see Lex staring at the ring and J'onn with curiosity, which causes Clark alarm for the sake of his new friend.

Before J'onn can release the ring to open up the Phantom Zone, something goes wrong and the zoner is gone from J'onn's grasp and behind the martian. The zoner uses its long knifelike fingers to impale J'onn in the shoulder, who grunts as he's pushed back against the wall. Clark staggers to his feet, the screaming having stopped, and tries to focus his heat vision on the zoner, but the ringing that's still in his ears is making it difficult to concentrate and he's having trouble getting the beam started. Just as he starts to get control, he hears two gunshots go off and the heat in his eyes fades out as he watches the zoner drop from the air where it was hovering to the floor, lying still next to Lex, who's panting on his knees, the smoking gun still in hand.

Clark leans back against the wall in the corridor, out of sight, guilt overwhelming him for having been so helpless to do anything. He hears frightened screams in other rooms and hears feet pounding on the floor, most in heading in the opposite direction but some heading toward him. He takes one last look into the room, and seeing that J'onn does not appear worried, Clark decides its best to leave before he's seen and disappears from the corridor.

Lex stares at the thing beside him. He grunts and places a hand on his back to help him unsteadily rise to his feet. Once to his feet, with his gun still at the ready, he looks at the man standing by the wall, who, unlike Lex, doesn't seem to be breathing hard even though there are trails of red blood running down his chest. The glow disappears from the man's eyes and Lex watches him walk over to the the blue figure, who's halo slowly fades away, and regards it for a moment before addressing Lex. "Bullets. I did not know they would be effective. Thank you for coming to my aid."

"Who are you?" Lex asks warily, keeping his hands on the gun and backing away a couple steps from the man, not about to let his guard down around this man...or whatever he is. He nods toward the corpse. "What is that?"

"Lex!"

Lex's attention is diverted as he looks up to see his father standing in the door, panting and holding a hand on his side. Lex is shocked when he sees recognition wash over his father's face as his eyes fall on the man standing over the creature. Lex stares at his father and starts to speak when he feels a rush of wind around him. Glancing back to his right, he darts his eyes about wildly when he sees that both the man and the creature are gone. "What? Where?" Lex asks in desperation. He lowers his gun and glares at his father accusingly as Lionel approaches him.

"Son, are you all right?" Lionel asks in a voice dripping with some show of parental concern that only serves to agitate Lex further. "I heard the gunshots and feared that it might have been you."

"Where did they go?" Lex demands. "How did you know him?"

"Lex, what are you talking about?"

"Cut the crap, you saw them."

"Lex," Lionel says innocently as security guards finally rush into the room with guns drawn. "You were the only one I saw when I came in."

Lex glowers at him but doesn't respond to the blatant lie as the guards rush up to him and start asking him if he's injured. He turns his attention to the guards and starts concocting a story to tell them while inwardly fuming. His father is fooling himself if he thinks Lex is just going to let this go.

---

Clark opens the door to the farm house, stepping into the kitchen, and is greeted enthusiastically by Shelby. "Hey, boy." Clark pets him on the head. "You must be hungry," Clark tells the dog who is leaning his head happily against Clark's knee as Clark scratches his ear. Clark removes his hand and heads toward the dog bowl in the corner of the kitchen, Shelby following on his heels. Clark scoops a cup from the dog food bag next to the bowl and empties it in, chuckling as Shelby eagerly starts scarfing it down. Clark picks up the water bowl and carries it to the sink where he dumps the remaining old water and fills it up with fresh water from the tap. He brings it back to Shelby and sets it down next to him. He watches Shelby finish the food and start lapping at the water for a moment.

Clark moves to the refrigerator and after retrieving a bottle of water for himself, he sits wearily down on a kitchen chair, twisting off the cap to the bottle and taking long gulps of the refreshing water. His hands are streaking dirt on the moist outer surface of the bottle. Grimacing, he glances over his clothes that are also covered in dirt and torn in multiple places. Clark examines the ripped sleeve of his red jacket and grimly thinks about how annoyed his mother will be when she finds out that he destroyed another one of these jackets. Clark briefly wonders how many spares Martha does have of this same jacket and if she'll start to run out any time soon.

As Shelby, having finished his dinner, he comes to Clark and flops down by his feet. Clark notices a red dot in the night sky. He sits up straighter as he watches the dot enlarge and swoop through the open doorway as J'onn lands in the kitchen. Sheby lifts his head, ears perked, and barks once, but settles back down when Clark puts a reassuring hand on his head.

"What did you do with it?" Clark asks.

"I disposed of the body. It's been taken care of." The martian walks closer to Clark, wearing a very unhappy expression. Not that Clark has ever seen J'onn look particularly joyful, but his face is even more grim than usual. "Kal-El, would you explain to me exactly what happened back there?"

Clark looks down at the bottle in his hands, filled with shame. "I'm sorry. I tried to help you...but the noise had been so bad...I just, I couldn't react quickly enough."

"No, Kal-El. I understand that screams overpowered your very sensitive Kryptonian hearing. I was referring to why the criminal was inside the hospital room and you were outside doing nothing when I arrived."

"I was going to do something, but I couldn't just walk in there." J'onn frown only deepens. Clark explains reasonably. "Lex was inside. I couldn't let him see me. I was figuring out a way to get to the zoner without being seen. You arrived before I could do anything." Clark lifts his hand from Shelby as the dog, finding the conversation boring, lowers his head and closes his eyes.

J'onn nods slowly in understanding, but his expression doesn't lighten. "Your hesitation could not only have cost us the capture of the target, but may have also cost another human life."

"Lex is fine - "

"He survived because I did not hesitate, Kal-El. The criminal would mostly likely have killed him before you had reacted."

"You don't know that," Clark objects, feeling like a child being scolded.

"Not for certain, no, but the possibility was too great."

Defensively, Clark insists, "I wasn't going to let him die. I was going to save him, but I couldn't let him see me."

"You must never hesitate when a life is on the line, Kal-El"

Clark grimaces, starting to resent J'onn's tone. "I wouldn't have if that was some random innocent person. But that was Lex Luthor. You don't know -"

"I am perfectly aware of who Lex Luthor is," J'onn replies, cutting Clark off. "He is Lionel's son who is currently running LuthorCorp. I also know that he used to be your friend."

"Yeah, well, he's not anymore," Clark replies bitterly. "Do you know the kinds of things he's done? Lex is...if he found out what I can do or what I am, there's no telling what he would do." Clark falls silent, picturing himself strapped to a table inside 33.1, Lex grinning maliciously down at Clark.

As if reading Clark's thoughts, and Clark wonders if maybe he really is, J'onn replies. "I am aware of his Level 33.1 facilities and many of his other activities, but such things must always be irrelevant when a life is at stake." His voice softens subtely. "Kal-El, I know you have been taught to keep your identity a secret at all costs. In most circumstances, this is good advice, but you can not put your anonymity above a life when a moment of inaction could be the difference between life and death...no matter who's life is at stake." Clark does not respond, feeling a little overwhelmed and confused.

"Kal-El," J'onn interrupts Clark's thoughts and begins speaking briskly. "When I apprehended the criminal, I asked him where the other criminals from the Phantom Zone were. He was not a Kryptonian, obviously, and would be unlikely to have been participating in any plan to free Zod, but I hoped that he may have heard something. I may have been right. Due to the pain I was inflicting, he told me "Misdor."

"Misdor?" Clark asks, brow furrowed. He's not sure why the conversation has been so abrutly changed.

"It is a planet a few solar systems away. It has been rumored to be a location where Zod's disciples may be hiding and awaiting the return of their master." At Clark's alarmed epression, J'onn reassures him, "This has always been dismissed as heresay. It is true that some of Zod's followers were not captured and had disappeared before Krypton was destroyed, but most likely, they were in hiding somewhere on Krypton and perished with the rest of your people. However, it would be remiss if I did not look into the possibility that Misdor does house these individuals and that the escaped prisoners may have gone there to gather troops. I must travel to this planet and see for myself."

"Okay..."

"Kal-EL," J'onn looks at Clark sharply. "We obviously know that the gateway was opened at Earth and that at least some of the prisoners were released here. While it is possible that the gateway was opened here first and then the phantom using your DNA opened it again at Misdor, there is still a good chance that they are indeed on Earth and that Misdor is a decoy. They may be hiding on Earth, although I do not know where, until either Zod is released or they retrieve the Kryptonian device. In either case, I need to trust that you will be able to handle rounding up any other escaped prisoners...and hold off the disciples of Zod if they are here until I return."

"I-"

"I need to know that you will not hesitate next time, Kal-El."

Clark looks away from J'onn, pausing and thinking over J'onn's demand. How could he risk letting someone like Lex discover his secret? But Clark can't risk letting a zoner escape and hurt innocent people if he has a chance to stop it. Making a decision, Clark meets J'onn's eye and tells him, "It won't happen again."

J'onn studies him a moment, appears to be satisfied, and nods curtly. "Good."

Clark asks a question that he's been trying to figure out since the hospital. "How did the zoner get away from you?" If J'onn, who has been putting things in the Phantom Zone for years, is overpowered, how is Clark supposed fight them?

"I made an error of judgement. I was interrogating the criminal by inflicting pain at a specific sensitive point on that species' body. When I removed one hand to open the Phantom Zone, my other hand apparently moved slightly off the correct pressure point, and he escaped my hold. Fortunately, the young Mr. Luthor was there to assist me."

"He probably only killed the zoner because he wanted a chance to get you into 33.1," Clark remarks bitterly.

"Perhaps. I did not listen to his thoughts so I don't know his motives."

"You need to be careful. Lex won't drop this," Clark warns.

"I have bigger concerns at the moment," J'onn replies. "And so do you." Clark nods and J'onn continues, "While you must defeat any criminals who attack, your first focus, above both the phantoms and Lex Luthor, must be finding the device your father mentioned. The followers of Zod, if on Earth, will certainly be searching for it. You must find it first."

"How am I supposed to find it if I don't even know what it is or what it looks like?" Clark asks, frustrated.

"I wish I could help you. Unfortunately, my knowledge of Kryptonian technology and history is limited." J'onn adds, an idea coming to him, "I suggest that you speak to Lionel." At Clark's quizzical look, J'onn explains, "He has a great deal of interest in the ancient Kryptonians who visited Earth and I know that he was researching them even before Jor-El contacted him. He may know something of this device."

Clark notices that he has crushed the water bottle in his hands, and quickly sets it on the table before telling J'onnm "I don't know if I can deal with him anymore. Now that I know that he never really did change."

"Treat him as a resource," J'onn suggests. "Jor-El must believe that he can be useful to you. That is the only reason he would ever ally himself with such a man."

"How did you get to work for Jor-El?" Clark asks, realizing that he still doesn't really know how the two are connected. "I thought you said you're from Mars."

J'onn nods. "That is correct. Unfortunately, my people persished a great many years ago. I was the lone survivor through and act of chance. Earth then became my home."

"You've been on Earth this whole time?"

"Yes. I first met your father on Earth nearly fifty years ago. We became friends during his short stay here. Later on, when Krypton was coming close to its end, he asked for my assistance in apprehending some of the criminals working for Zod."

"You met my father when he was here in the 1960s?" J'onn nods. "Did he ever come back to Earth after that?"

"No."

Clark nods, thinking this over. Deciding to ask another burning question before J'onn leaves for Misdor. "Do you know what he wants for me?"

"He wants you to help protect the people of this planet, as he protected the people of Krypton," J'onn replies confidantly.

"Yeah, he did a great job with that." J'onn glares at Clark disapprovingly. Moving on to anothe question, Clark asks, "Jor-El left me a message in my ship. It said to 'rule them with strength'. What does that mean?"

"Kal-El, perhaps you misunderstood," J'onn says, although Clark thinks that the martian looks slightly troubled. "Jor-El had a great deal of respect for the human race. He only wants you to protect them."

"How exactly? What is this training?" Clark asks, all his questions about Jor-El, the trials and the manipulations, becoming more and more frustrating as he keeps reaching dead ends.

"I don't know more details, Kal-El, I'm sorry." J'onn tries to reassure Clark, seeing his disappointment and anxiety. "With time, Jor-El will reveal his plans for you and make everything clear. I am sorry but I really must go now."

"When will you be back?" Clark asks, wishing that he wasn't being left alone with this threat. First Jor-El and now J'onn.

J'onn heads to the door. "I will come back as soon as I possibly can, but it will be a few months at least." At the door, Jor-El turns back and looks Clark over. "Kal-El, despite your hesitation tonight, you should know that you did well today. Take heart, we will not fail." With that, J'onn flies out the door into the starry sky.

Clark sits back down at the table. He pulls the crystals Jor-El had given him from his pocket. He examines them in his hands and feels a surge of anger. He shouldn't be left to deal with this alone. In a fit of anger, he throws them across the kitchen and listens to them clatter to the floor. He breathes heavily, collecting his thoughts and then stands to his feet, stepping over Shelby who had lifted his head in alarm after Clark's little fit. He walks to the phone on the wall above the kitchen counter and picks up the receiver, quickly dialing his mother's cell number. Shelby watches him a few seconds, but seeing that everything is calm again, rolls onto his side and falls back asleep.

"Clark?" His mother's anxious voice sounds over the receiver, after picking up on the first ring. Clark smiles, just hearing her voice comforting him. "Oh honey, I've been trying to call you all day! Where were you?"

"Sorry, Mom. I was out. There's been-"

"Oh, I heard about Lana. Is she doing okay? Are you okay?"

Clark's mood drops again at the mention of Lana's name but not wanting to discuss that over the phone, he just tells her quietly, "Yeah, she's fine, Mom."

"Oh good. I'm so glad they caught the man who did it already. That must make her feel safer. Do they know why he did it?"

"They caught him?" Clark asks in surprise, not having expected Lionel to have been taken down so easily.

"You didn't hear? Someone named Raymond Hanson confessed." Clark's eyes widen as Martha continues explaining, "I guess his apartment was filled with pictures of Lana...he was probably stalking her, but they haven't actually said why he tried to kill her or why he was so obsessed with her. And now he's apparently killed himself." Clark scowls. Lionel was certainly efficient...and now there's another dead body on his hands. "I thought that maybe you had spoken to Lana and knew more."

"I've been out all day, Mom..." Clark frowns, not sure how to tell her this. "Lionel-"

"Oh he's been so sweet!" Martha gushes happily. "He sent me flowers today at my new office."

"Yeah, but Mom, there's something you need to know-"

"Oh, Clark, I'm getting a call waiting...can I put you on hold a sec?"

"Um, yeah sure." Clark holds the phone to his ear, waiting for his mother.

He only has to wait a few seconds before he hears her voice again. "Clark, honey, I really need to take this now. Can I call you back later tonight...or maybe in the morning?"

Disappointed, Clark forces his voice to sound cheerful. "Sure, that...that's okay."

"Thank you, sweetie," She pauses and then asks suspiciously, "Clark, are you sure that you're alright?"

"I'm sure," Clark reassures her firmly. "I'll talk to you later."

"Soon," Martha confirms, accepting Clark's response. "Alright. Bye Clark."

"Bye Mom."

Clark looks at the phone sadly and slowly sets it back on the hook, feeling more alone than before he called his mom. Clark decides to talk to the only other person he has left and zips out of the hourse and into the night.

---

Chloe pushes open the door to the Talon apartment and steps through he threshold. She smiles when she notices Lois in the kitchenette on a stool, pulling a stack of large colorful plastic bowls down from the shelf above the refrigerator. Her anger at Lois has pretty much faded over the day.

"Lois? What's going on?" Chloe asks in amusement, walking over to join Lois.

Lois hops down from her stool, bowls in hand, and flashes a smile at her cousin. "Hi Chlo'. So, how's Lana?"

"She's fine," Chloe answers. "She's staying with Nell for a while. She and Lex are getting a divorce."

Lois perks up at that information. "Hey, good for her!"

"Yeah..." Chloe replies vaguely, watching Lois spread the bowls on the counter. "Lois, what are you doing?"

"I thought that with all the drama, we could use some fun around here. So...I thought a movie night was in order," Lois explains. She gestures to the shopping bags. "I went shopping so that we can pig out in front of the TV."

Chloe nods, the idea not sounding bad to her either. "Sounds good."

"Where's your boyfriend?"

"Oh, he's waiting in line downstairs to get me a coffee." Grinning self-deprecatingly, she shrugs helplessly. "Got to feed my addiction."

"Of course, " Lois agrees, and then Lois grows noticeably uncomfortable. "I'm sorry about springing your dad on you like that. I really didn't want to wake you." Chloe gives her a disbelieving look and Lois adds, "And...I was afraid that you would try to stop him from coming."

"It still should have been my choice if I wanted to see him."

"Don't you?"

Chloe answers honestly in a small voice, "I don't know."

"Chlo', look, I know that you and Uncle Gabe aren't super close right now...but I really think he wants to try.''

Chloe shrugs sadly. "I don't know, Lois. It's going to be hard. We just...I don't know, everything changed after Lionel's trial, after that summer apart. It was almost a relief when he took the job in Atlanta...gave us a break from all the uncomfortable silences. I think he was relieved too."

Lois is biting her lip. She says, "I don't know about that. I think he really misses you. Chloe, I'm not sure if I'm supposed to tell you this, but he quit is job."

"Why would he do that?" Chloe asks, alarmed. "He knows I'm okay now."

"I don't think it's just because of this one thing, Chloe. I think he's just tired of not being there for you. He says he wants to get back to where you guys used to be." When Chloe doesn't say anything, Lois insists. "Give him a chance, Chloe. Call him. I can give you the number at the motel."

Chloe nods, giving Lois a weak smile, still surprised at her father having quit his job for her. Chloe can't help but smile a bit to herself that he's moving back even though she's also feeling quesy. God, she's missed him...but she doesn't know what to expect from him or if they can ever get back to where they were. He never looked at her the same after they were reunited the day of Lionel's trial. No more bad jokes and it always felt like he was watching her, like he didn't quite recognize her. It had hurt so much...she couldn't tell if he had just been scared by the near-death experience or if he was angry at her for what she got them into by working with Lionel Luthor. His unemployment problems certainly hadn't helped matters. But now, if Lois is right, maybe he's forgiven her.

Chloe snaps out of her thoughts when she notices Lois staring at her. Chloe smiles at her, feeling a surge of gratefulness for Lois, a reminder that she'll always have family even if she and her dad are never close again. "I will. If not tonight, I'll call him tomorrow."

"Good." Lois says, noticeably relaxing a bit.

"I don't think I've thanked you yet."

"Thanked me for what?" Lois asks curiously.

"Saving my life yesterday."

Lois tries to smile but it falters as the memories from yesterday come back to her. "You saved mine, Chloe. You came when I needed you."

"Of course I did."

Lois smiles warmly and then shakes her head in frustration. "I wish we knew exactly what happened there. How I ended up magically healed and you...unconscious. Something weird happened."

"Yeah," Chloe agrees soflty.

"Maybe it has something to do with what Lex was doing there," Lois says and Chloe can see the gears running in her head as she latches onto this new idea.

"I don't know, Lois." Chloe says hesitantly.

Lois looks pained and says pleadingly, "I know you don't think I should go after Lex. And after what happened, maybe you're right that it's too dangerous, but I can't let this go, Chloe, whether he was involved with what happened to us or not. I can't forget what he did to Wes...or to you and your mom. I just can't, I'm sorry."

Chloe stares at her cousin, seeing the same fire in her eyes that Chloe has always felt when a story would grab her, that same need for truth. Chloe can't ask Lois to back down...there was one time when Chloe herself would have been the first on the case. When had she lost that drive and become the type to let someone like Lex Luthor cow her into silence? "You know what..." Chloe says, setting her jaw. "You're right, Lois." Lois looks as her in surprise. "We should be going after Lex."

"We?" Lois repeats, excitement creeping into her voice. "Chloe...we could work together on this, bring Lex down!"

"Lex doesn't stand a chance." Chloe states and the two grin at each other. Chloe's smile fades and she says seriously, "We'll just have to be more careful...I never want to find you hurt like that again." Chloe's voice wavers a little.

"Me neither. I was so scared when I saw you like that." Lois pauses and tells Chloe, "You know you're more than a cousin to me, right?" Lois shrugs, her eyes a little moist. "You're my best friend, Chloe."

Chloe smiles, and brushes her eyes to keep her own tears at bay. She lets out a little laugh and steps forward and hugs Lois, who hugs her back tightly. Chloe says softly, "I love you too, Lois."

The girls pull apart. Lois puts her hands in her pockets uncomfortably. "Well, that fulfills my awkward emotional moment quota for the day." Chloe laughs and Lois grins as the door opens and Jimmy walks in, carrying a tray with 3 cups of coffee. Jimmy walks over to the girls and holds out a cup to Chloe.

"My hero," She says adoringly before taking a sip and letting out a satisfied sigh.

Jimmy puts one cup on the counter next to Chloe and then offers the third to Lois. "I figured since you're related to Chloe that maybe you could use one too."

Lois takes the cup. "Thanks, Jimmy."

"It's just black coffee since I didn't know how you took it. I figured Chloe has a supply of sugar and cream stashed here."

"Not a problem," Lois says cheerily and pulls a bag of sugar from the cabinet. Jimmy's jaw drops as Lois turns the bag and dumps a pile into her cup. Jimmy looks at Chloe who's laughing sofly at her cousin.

"Lois's sugar needs take some time to get used to," Chloe explains.

Jimmy shakes his head in disbelief. He then glances over all the paper grocery bags on the counter. "What's all this?"

"Lois is getting dinner."

"You cook?" Jimmy asks Lois curiously.

"Well, she does," Chloe says, scrunching up her nose at the thought. "But it's not pretty."

"Ha Ha. Go ahead and mock my culinary skills, see if I care," Lois says haughtily. "Rachel Ray isn't exactly one of my role models."

Chloe laughs. "Thank God."

Jimmy shrugs, "I don't know. I think she's kind of cute." Chloe and Lois both stare at him and Jimmy shifts awkwardly. "Um...I take that back?" Chloe smiles and pats him comfortingly on the arm.

"I'm not cooking anyway, " Lois announces. "I'm ordering pizza."

"Whew," Chloe says, pretending to wipe sweat off her brow and grinning at Lois. Jimmy laughs as Lois sticks out her tongue.

"So what's in the bags?" Jimmy asks.

Lois smiles proudly and starts to pull out bags of chips. "Chips."

"Wow," Chloe says, impressed as Lois pulls out about eight bags of chips. "No kidding. Did you leave any on the shelves."

Lois ignores her. "I got one of everything. We have potato chips, regular or ruffles, barbecure, sour cream and onion. I also got tortilla chips and two different kinds of Doritos. And...I got pita chips if anyone is into that sort of thing." Lois reaches into the last bag and pulls out bottles of soda, three Coca-colas, a Sprite, and a Root Beer. "And beverages. None of the diet stuff tonight. I think we need real sugar."

"Lois?" Chloe says, laughing slightly. "How many people exactly are joinging us?"

Lois shrugs. "Just us three and I figured Clark would pop in too to see you." Lois rolls her eyes as she starts to dump chips into the bowls. "I've seen how the farmboy eats so I'm prepared."

Chloe chuckles. "Anything I can do to help?"

"Nope. I'm all set." Lois says as she empties the last bag of chips into a bowl and stands back proudly. "I just need to order the pizzas." Lois picks up the cordless phone.

Chloe sets the steaming cup down on the couner and asks, while Lois dials, "Do I have time to take a shower before the pizza gets here? I want to wash the hospital smell out."

"You got about 20 minutes." Lois replies, putting the phone up to her ear.

"Cool." Chloe pecks Jimmy on the cheek. "Be right back." She strides into the bathroom, shutting the door behind her. She walks over to the shower and reaches in, turning on the spray. She steps back and screams when a hand grabs her shoulder. The hand spins her around and she gasps in relief when she sees it's Clark.

"Chloe!" She hears Jimmy yell. "Chloe, are you okay?" Chloe glares at Clark, who ducks his head sheepishly and Chloe opens the door a little as Clark moves out of sight.

"I'm okay," Chloe tells her worried boyfriend. "I-I guess I'm a little jumpy. I saw my own reflection in the mirror and thought it was someone else." She smiles apologetically. "Sorry."

"Okay," Jimmy says, giving her one last cautious look over before turning away as Chloe shuts the door.

Clark steps back over to her and Chloe hits him on the chest. "Don't ever do that again!" She hisses. "Why didn't you just come in the front door?"

"Sorry," Clark says. "I just need to talk to you alone so I waited until you were away from Lois and Jimmy."

"Clark, what's wrong?" Chloe asks, finally taking a good look at Clark and seeing his haggard appearance, clothes torn and filthy.

"I was wrong about the phantom. It's not over...actually, I think it's just begining."

---

Lana steps into the kitchen and sees Nell pouring tea from a kettle into a ceramic mug. "Hi," Nell says when she notices Lana. "Would you like some tea?"

"Um, sure." Lana sits down at the kitchen table and looks around. "Is Dean home?"

"Yeah, he already went to bed. Early meeting tomorrow. He wanted to say hi to you but you were still sleeping. Did you have a nice nap?" Nell places a cup of tea in front of Lana and sits down across from her.

"Thanks," Lana says softly as she takes the cup. "Yeah, It was good." Lana is frowning, lost in thought, and Nell ducks her head a little to better see Lana's face. Lana notices her aunt's quizzical expression and offers her a small smile. "Can I ask you something?"

"Of course" Nell asks, sipping on her tea.

"When..when you know a friend is making a wrong choice," Lana struggles to figure out what to say. "...is it...do you think that, as a friend, you should let them make this choice? Or should you try to stop them?"

Nell puts her cup back on the table, pondering the question. "I guess it depends. Does their choice put them in danger?"

Lana considers before nodding. "I think it might."

"Then I would say that you put your friend's safety first. Is Chloe alright?"

Lana's mouth twitches a little at how transparent she apparently was. "Yeah, I just...I think she might be letting her feelings kind of cloud her judgment about a guy."

"Jimmy? He seemed so sweet."

"No, not Jimmy," Lana replies, chuckling at the absurdity. "Jimmy's harmless. Someone else."

"He's trouble?"

"Oh yes, he's trouble." Lana affirms. She finishes resolutely, "I'll think of something. I'm not going to let him hurt her."

"Okay. Well, let me know if I can help...Lana, we didn't really get a chance to talk earlier when Chloe showed up. Can you tell me what happened when you saw Lex?"

Lana smiles a sad smile. "We talked. Kind of." Nell waits and Lana's face crumples a little. "Aunt Nell, I think I really screwed things up."

Nell reaches out a hand and lays it on top of Lana's. "Lana, you can tell me what happened."

"I.." Lana pauses. "The thing is...I...I thought that Lex had done something, but now...I don't think he did." Lana pauses and then adds quietly, "Lex thinks I just wanted to believe it...and I think he might be right. "

"Why would you want to think Lex did something bad?" Nell asks, puzzled, removing her hand and taking another sip of her tea.

"So that I could blame him for what happened to us...instead of myself." Nell is watching Lana carefullly but staying silent, waiting for Lana to elaborate. Lana looks down at her tea that she still hasn't touched and she feels a tear slip over her cheek. "Aunt Nell, I..." Lana takes in a breath. "It wasn't Lex. It was me." Quietly, she says, "I betrayed Lex."

Nell doesn't react at first, not seeming to know what to make of that. Then she takes in a sharp breath as a possibility occurs to her. In a hushed voice, she asks, "Lana, did you cheat on Lex?" Lana looks back down at her tea, too ashamed to look at her aunt. If Nell knew that that sin was only scratching the surface...Lana could only imagine her aunt's disgust. "Oh, Lana," Nell breathes out, disappointment filling her voice. "Who?"

"Clark."

"Clark Kent?" Nell repeats incredulously. "How long?"

"The whole time."

Nell looks at Lana with such shock that Lana wishes she could crawl under the table. "You were having an affair the entire time you were married to Lex? Oh God, Lana. I.." Nell fumbles to find the right words. "I don't know what to say," She finally admits. "How could you do that to Lex?"

"It wasn't an affair, exactly," Lana says, trying to somehow make it sound less bad. "Nothing really happened. I kissed him a couple times but that's it..."

"Somehow I don't think Lex would think that makes much difference," Nell says harshly.

Lana shrinks at her aunt's tone. She's silent a moment before sagging in her seat and nodding her head miserably. "I know," She admits sorrowfully. Lana picks up her cup of tea to take a sip. That's when she notices that the tea is chamomile and her mind goes back to a night a few years ago. Lex was so scared and confused. She had felt so terrifying, never having seen him like that...so broken...so fragile. She remembers his face when he thought she was betraying him too...thought she was working with his father. Her hand shakes hard at the memory that hits too close to home and she slams the cup on the table harder than she had intended, sloshing the liquid over the rim. Nell stares at her but Lana doesn't explain. Instead, she puts her elbows on the table and hides her face in her hands.

"Lana," Nell's voice is softer now even though Lana can still hear her disappointment in it. "I don't understand. Why?"

"I don't know," Lana says miserably into her hands.

"Were you unhappy before you got married?" Nell is talking as she thinks, trying to sort out the confusing story. "You would have to have been if this...thing started so quickly. Why did you marry him? Why did you even agree to marry him in the first place if he made you so unhappy?"

Lana looks up, dropping her hands to the table and shaking her head. "I wasn't unhappy with Lex." Lana surprises herself as she realizes that she's telling the truth. She says slowly, to herself as much as to Nell, "I wasn't unhappy with him, not when we were dating. And...I did want to marry him...or at least I thought I did. I wasn't unhappy until the wedding." Lana leaves off there, not wanting to get into the details of Lionel's involvement in her choice to walk down the aisle.

"Did...did Lex ignore you or something? I know he can get caught up in his work," Nell asks warily, hoping to make some sense of it.

Lana shakes her head. "No. I mean, yeah, he worked a lot...but he wasn't the one who pulled away. I did." Lana shrugs helplessly. "I can't give you a good reason for what I did. I just...I don't have one."

Nell tries not to grimace as she forces out her next question. "Do...do you love Clark? Are you with him now?"

Lana's eyes widen and says firmly, "No. No, that's...over. I made a horrible mistake about Clark."

Nell pauses before asking, "Do you still love Lex?"

Lana hasn't let herself ask this question yet today and faced with it now, she doesn't know what to say so decides to be honest. "I don't know," she says softly. "I feel so confused about everything right now." Both women remain silent for a few seconds before Lana adds quietly, "I know you must think I'm a horrible person. I'd understand if you wanted me to find another place to stay."

"Lana..." Nell reaches out and lays a hand on Lana's again and squeezes it lightly. "I am disappointed, and I'm not going to tell you otherwise...but I'm still here for you. I'm glad that you came to me."

"Thank you...that really means a lot," Lana says, smiling a tired smile. Nell pulls back her hand and takes another sip of her tea.

"So what now, Lana?" Nell asks. "I know you're confused about Lex now, but are you going to try to work things out...try to salvage the marriage?"

"Lex would never take me back, even if I wanted him to," Lana says resignedly.

"So, what are you going to do?"

Lana thinks carefully before she speaks, saying resolutely. "I need to make things right with Lex."

"But I thought you said that couldn't happen?"

"I meant that I think the marriage is definitely over forever. And honestly, I don't know anymore how I feel about that...how I feel about Lex in that way. And like I said, I think I did a pretty thorough job of destroying any love Lex might have had for me." Lana pauses before continuing. "But I still...I can't...I don't want him to hate me anymore." Smiling sadly, Lana says in frustration, "I need to find a way to make things better. Not the way they were, I don't think that's possible...but just...better."

"How are you going to do that?"

"Well," Lana says, a spark coming back into her tired eyes, as she starts to explain the plan she's been going over in her head all afternoon. "You know how I said that I wanted to work on a project with Lex?" Nell nods, not sure where this is going. "I asked him, but he said no. Obviously, he's angry at me but he also said that I didn't have anything to offer. I think that if I can find a way that I can be useful to Lex, that he'll let me work on the project. Lex believes in what he's doing, and I don't think he'd turn me away if I could really help...no matter how mad he is. So I'm going to take his refusal as a challenge, like I did when Lex first turned me down about the Talon, and I'm going to help him...and maybe make up a little for some of the trouble I've caused him."

"I'm assuming that you can't describe this project to me?"

"Yeah, it's kind of private LuthorCorp stuff."

"Okay, I understand. Do you think you really can help him?"

Lana thinks carefully. There is a way that she can help, but it's not something she can discuss with Nell...she might not understand. "Yeah, I think I can, but I'll need some time to prepare before I speak with him again. I can't risk being turned down again."

"Lana, if you can do something for him, I think that's great, but I'm a little concerned...what exactly is it you hope to come out of this?"

Lana shrugs. "I guess I just want him to forgive me. And if I can help him and let him know that I'm sorry, show him that I won't betray him again, maybe one day, he'll trust me again. And if he starts to trust me, maybe...someday...we might actually be friends again," Lana's voice ends on a note of hope.

Nell smiles sympathetically, concern still evident inher eyes. She warns her, "A broken trust can be a very difficult thing to repair, Lana. This won't be easy."

A small ghost of a smile graces Lana's face. "Nothing worth it ever is."

---

"So J'onn's off to some distant planet and you're left here alone to deal with the zoners?" Chloe asks, pacing in the bathroom, keeping her voice low so that she won't be heard over the shower's running water by Lois and Jimmy.

"Yeah," Clark says tiredly, sitting on the closed toilet lid, slouched forward with his elbows on his knees. "But he had to go, in case the zoners aren't here."

"Well, what if these zoners are here?" Chloe asks anxiously. "Where are they? I mean, where can that many aliens be hiding? And...how the hell are you supposed to stop them all by yourself?"

"I don't know. J'onn says they might be in hiding while they try to find the device, but he didn't know where. J'onn says my focus should be finding the device."

Chloe nods, thinking rapidly, ceasing her pacing. "OK, well, then I'm here to help." Clark smiles gratefully. Chloe doesn't miss a beat as she continues thinking out loud, "So...Jor-El said to go back to where the crystals were hidden so I guess we should start there. Where were they hidden? That was before I was a member of the secret keeper club."

"I only actually saw where one was hidden. That was in China."

"OK, then let's start there."

"Yeah, but the problem is that Lex cleaned the entire place out when we left. He probably has all the artifacts stashed away somewhere." Clark scowls. The prospect of dealing with Lex not a pleasant one.

"And I guess he probably won't be willing to share their whereabouts." Chloe nods decisively. "Well, I'll do some digging and see if I can find any places that Lex might be storing ancient alien artifacts. What about the other two?"

"Lex found one of the other two. I don't know where though. I...when I was being controlled by Jor-El, I broke into his jet and took it."

"Wow, so Lex really had his hands all over these things, huh?" Clark nods grimly. He's going to have to be careful when hunting for this device. The last thing he wants is give Lex a hint of what's going on and have Lex get his hands on it. Clark forces himself to pay attention to Chloe. "I might be able to find out where his plane was coming from that day but this is three years later so it could be a problem." And idea comes to her. "Wait, this was the summer I was in hiding, right?"

"Um, yeah, so?"

"So Lex told me about his trips that summer." Clark stares at her and Chloe says defensively, "What? Lex and I talked that summer. I was lonely...and I don't think he really had anyone else to talk to either. He would visit and tell me stories about places he had traveled to. He didn't mention searching for crystals, just that he was sponsoring archeological digs. I know he mentioned South America. There was also Egypt and Mexico too, I think. I don't really remember when he went to which places, but I did keep a journal that summer. So let me try to dig that up and see if I wrote down any details."

"Okay," Clark says, feeling immensely grateful for Chloe right now. Chloe is apparently waiting and Clark realizes what she wants, telling her, "The third one was found by Lionel somewhere in South America."

"Well, I guess you can go talk to him."

"I don't know what to do about Lionel," Clark replies in frustration. "J'onn says to treat him like a resource, but how am I supposed to work with him knowing what he's done?"

"You mean him trying to kill Lana?" Chloe asks, a very slight note of bitterness in her voice.

"Yeah. I can't just forget that."

"Of course not," Chloe replies. "Look, we know that Lionel's St. Paul transformation was fake now and we'll find a way to take him down. But right now, Lionel doesn't know we're onto him, so I say that we play him for a change and take full advantage of everything we can get from him while we can." The bitter note returns to Chloe's voice as she continues, "Besides, we knew that he had tried to kill people before Lana and we worked with him anyway." Clark regards Chloe's expression, which in addition to her bitterness, Clark also thinks he might see some hurt in there. Before he can say anything, Chloe lets out a sigh, the anger drains from her face and she says hesitantly, "Clark, I went to see her today."

"Who?" Clark asks. Chloe gives him a pointed look and Clark's eyes widen in alarm. "Lana? Why would you do that?"

"Because, Clark, she was my friend too," Chloe says defensively, wondering if she shouldn't have told Clark...but lying had just felt wrong. "I wanted to see if she was okay...and I wanted to talk to her about what happened."

Clark looks down at the floor. He's feeling so confused right now about Lana. There's his guilt about her parents, of course, but he can't help feeling angry at her too. Angry at her for using Chloe, for going after his secret like that, for so many things...but mostly for not being who he thought she was. Another friend turned enemy. He looks up at Chloe, who is watching him nervously, clearly afraid that he's mad at her. He's not. Chloe is the one person he knows he can trust. Keeping his voice calm, he asks, wanting to avoid the inevitable conversation about his feelings for Lana, "What's she doing about Lionel? Did she say anything about that Hanson guy?"

Chloe breathes out a small breath, relazing slightly since Clark isn't freaking out so far. She humors his apparent desire to avoid the elephant in the room and responds, "She and Nell assume, and I agree, that Lionel sent Hanson to confess and then killed him to cover his trail. She says she can't really prove what Lionel did...big surprise there. I guess that Lex is going to protect her from Lionel now."

"Why would Lex do that?" Clark asks in confusion. He wouldn't have expected Lex to just accept Lana leaving him...Lex's pride wouldn't allow that to happen without consequences.

Chloe shrugs and then says carefully, knowing that Clark won't want to hear this, "Probably because as warped and evil as he is...I think he really did love her."

Clark doesn't reply, looking at his hands, remembering Lex's expression in the tunnel when Clark had told him that Lana hadn't wanted to marry him...completely devastated. Just like he had looked in the tunnel yesterday when Clark accused him of murdering her. Lex is a good actor...but maybe he's not that good. Chloe cuts into his thoughts, saying quietly, "Clark, I need to tell you something." Clark watches her, waiting, and Chloe continues nervously, "I know this might hurt, but I want to be honest with you. Lana and I decided to still be friends."

Clark's eyes widen anxiously. "Chloe, you can't trust her, no matter what she says. I told you what J'onn said."

"Maybe," Chloe admits. "But Lana and I talked. She apologized for the wine cellar and she says she'll leave you alone. She even promised not to tell anyone your secret. Don't you see that this is a good thing, Clark?" Clark shakes his head, not believing this is happening. Lana had betrayed Chloe too. It hadn't occurred to him before that Chloe wouldn't be right by his side in cutting Lana out of their lives. "Clark, she won't hurt you because she doesn't want to hurt me." Chloe pauses and finishes softly, her voice pleading him to understand, "I can't give up on her, Clark. Not yet."

"Chloe..." Clark starts, but trails off as he struggles for a way to talk Chloe out of this.

"Clark, I know you're upset, and you have every right to be, but I can't just turn my back on her. She's done some bad things, but I don't want to believe that she's a bad person. I think there's a chance that Lana was just scared and confused by all the drama with the marriage and then finding out that you're an alien and she reacted badly." Clark shakes his head in frustration. Chloe hadn't seen the way Lana was looking at him. That kind of hate came from somewhere very deep inside of her, but Clark doesn't know how to explain that to Chloe. "I think she needs help," Chloe continues. "And I want to be there to help her. And maybe I can help her see the real you again, not just the title of 'alien,'"

As an afterthought, Chloe adds, "She hasn't told anyone yet. I asked her. She didn't tell Lex when she saw him this morning. She knows how much he wants to know your secret and If she hated you, she would have set Lex after you just to hurt you. But she didn't...and that means something."

Clark says slowly, "Lana went to see Lex today?"

"Yeah," Chloe replies warily, not sure why that's significant.

"Why would she go there?" Clark asks in a low voice, something in his eyes making Chloe nervous.

"She needed to talk to him about Lionel. I told you that."

"And that also doesn't make sense," Clark snaps. "Lex would hate her for leaving him. He wouldn't protect her. And why would Lana go back to him after she ran away knowing how angry he would be?"

"She changed her mind, Clark. She doesn't want to run anymore. She said that they came to an understanding."

"Or," Clark says, his face dark and angry. "This was all Lex's plan."

"What was?" Chloe asks, feeling lost.

"Maybe Lex sent her." Clark stands to his feet, his voice growing louder with his anger. "Maybe she's been working with him the whole time and this has all been some ploy to find my secret!"

"Clark!" Chloe says running the few steps to him, hoping that Jimmy and Lois didn't hear him. She puts her hands on his arms to calm him down and whispers fiercely, "That doesn't make any sense!"

Clark isn't listening to her, "Lana could have been lying this whole time. Both of them were playing me, using my feelings for Lana against me."

"Clark," Chloe says reasonably, Clark's anger starting to scare her. "I've talked to Lana and I know that's not true. And even if Lana were capable of that, do you really think Lex would send his wife to seduce you just to find out your secret?"

"Lex would stop at nothing to find out my secret." Clark says grimly. "And who knows if the marriage was even real in the first place? Maybe it was part of the set up to make me desperate enough to tell her my secret so that I wouldn't lose her."

"Clark-"

"Chloe? Are you almost done!" Lois voice calls through the door. "The pizza's here...and I need you to talk some sense into your boyfriend!"

"Chloe!" Jimmy's voice adds in, sounding frustrated. "Could you please explain to Lois that Tommy Boy is not a classic?" Chloe and Clark look at each other and can't help breaking into grins, the tension momentarily dissolving.

"You just don't appreciate art," Lois retorts to Jimmy.

Laughing, Chloe shouts, "I'll be out in five minutes!"

"Okay!" Lois shouts back. Chloe and Clark can hear Lois and Jimmy still bickering as they move away from the bathroom.

Chloe looks at Clark, who looks slightly calmer although his eyes still look haunted. She offers, hoping to get Clark's mind off of Lana, "We're watching movies. Want to join us? You'll have to come back through the front door of course."

Clark weakly smiles down at Chloe. "No, that's okay, I have a lot to do," Clark moves away from Chloe and walks toward the open bathroom window.

"Clark, one night of relaxing won't kill us," Chloe insists. "We won't find solve this problem overnight anyway and resting a bit is probably a good idea. I promise, first thing in the morning, we'll sit down and figure out where this device is."

"We'll plan on that," Clark agrees. "And we'll figure out what happened in the dam with you and Lois too."

Chloe's face falls a little. "Thanks, Clark. I'm planning to start researching everything I can find about reports of miraculous healings and the such tomorrow and I could definitely use help. But right now, I want to spend one night with my friends and forget that I'm not normal." Chloe looks pointedly at Clark.

Clark pauses and then walks over and hugs Chloe tightly. She wraps her arms around him in surprise. Clark pulls back and she asks him, "What was that for?"

"I'm just glad you're OK," Clark explains. "We'll figure out everything together, Chloe," he assures her. "Tomorrow. You should go have fun."

"You're not going to join us?" Chloe asks in disappointment.

"Not tonight," Clark replies. "I have some things I need to take care of."

"Clark," Chloe says, "Promise me you'll wait and calm down before doing anything rash? Like going after Lex?"

Clark's smile doesn't reach his eyes. "I'm calm, Chloe. Goodnight." He then disappears, the curtains waving in the wind. Chloe sighs.

"Chloe!" Lois yells.

"Just a minute!" Chloe yells back. She tells herself not to worry. Clark is a big boy and can take care of himself. He'll be fine. She starts to unbutton her shirt as she hurries toward the shower.

---

"Yes, General, I'm confident that Dr. Garner will be able to solve our problem. I've worked with him before and I can assure you that he's exactly what we need," Lex speaks into his cell phone, sitting behind his glass desk in the mansion and perusing am article in The Ledger at the same time. The headline reads "Special Election Announced to Fill State Senate Vacancy."

"I'm pleased to hear that. Have your people had any more success with the signals? I'm concerned that the termination of transmission may provide a roadblock," General Lane's voice responds over the phone.

"I believe that it is a surmountable one. My scientists feel confident that they gathered enough data before they stopped transmitting in order to extrapolate the origins and decode the message."

"Very well. Keep pushing your people. We have no time to waste, especially considering your encounter this evening."

Lex sets down the newspaper and leans back in his chair slighlty, wincing slighlty as his sore back throbs. "Well, while clearly not human, we don't necessarily know that it was connected to the signals. The aliens who arrived in the black ship last year, the ones from the planet Krypton, were very human-looking, and this one was not."

"I understand that, but we can never be too careful. it may be another species from the same world or we may have a threat form more than one race of extraterrestrials, which is a daunting prospect."

"I know," Lex agrees, some of his fatigue starting to creep into his voice.

"This other man, the one who spoke to the alien, do you think he is from Krypton?"

"I have no idea," Lex replies. He adds bitterly, "I tried to get the security footage from the hospital room, but the cameras in that entire wing conveniently malfunctioned at just the wrong period of time."

"A cover-up," Lane states. Lex nods, even though Lane can't see him. His father had moved quickly with the cameras, but Lex is determined to find out what his father knows about the aliens...and he will. He's made progress today and yesterday with controlling his father, but Lex knows that he's going to need to see all the cards in Lionel's hand if he's ever to really neutralize him.

"Well, at least we have your eye-witness account. Hopefully, we'll be able to learn more in time."

"Yes, I have people searching for any signs of individuals meeting his description."

"Good," Lane replies. He pauses and then asks, "Lex, how are you dealing with the situation with your wife? Is everything under control there?"

Lex's gaze falls on a large clasp envelope next to his computer. He replies, "Completely."

"That's very good to hear, Lex. Do we have anything further to discuss?"

"I think that's everything for now," Lex responds.

"Good, we'll speak again soon." Lex hears the general hang up and Lex closes his cell phone, setting it down on his desk next to a half-empty glass of scotch. He reaches for the large envelope, opens the clasp and pulls out a packet of papers with the header Petition for Divorce. Brian had taken Lex's demands to draw them them up quickly very seriously. Lex sighs as he holds it in his hand. Third failed marriage in as many years...and the third wife that tried to kill him. It would seem that the odds would be against such a scenariom but Lex has always had an amazingly ability to find more bad luck than would normally be considered possible. At least Lex likes to think it's bad luck despite the obvious common denominator in all his problems.

He reaches for the glass and takes a long sip of scotch as his eyes fall on the name Lana Luthor written on the sheet. He sets the glass back down on the desk, lost in thought. Seeing her that morning, alive and safe and waiting for him...he had felt so much joy. But he quickly snapped back to reality when she made it clear that she was only there because she needed something from him. A scenario with which he has become all too familiar over the years, Lana just one more person to add to the very long list of people who have used him.

He takes another long sip from the scotch. He doesn't know what to make of Lana anymore. At one point, he had felt so connected to her and he still can't quite figure out when everything changed. He actually thought a few times that she might accept him completely, might actually be able to love him even if he showed her all of him...the monster as well as the man. He thought she was different. Of course, he had also thought that Helen was different too...but Helen he had wanted to save him, whereas he just wanted Lana to accept him, no longer under the illusion that salvation was ever a possibility for him.

As for Desiree? Well, he doesn't really count her since his love for her had apparently been solely meteor-induced...he has absolved himself from that mess. No, Helen and Lana were his two failures. He had tried so hard to love them, but maybe Lana's right and he's not capable of it, maybe he had never loved them right and that's why they turned on him. Regardless, the fact remains that neither could love him and he had made a fool of himself trying to win their love. His father was right...the damsel does always lead him into the dragon's fire. Lex can't afford to make these mistakes anymore. He had tried and he had failed but now he has to accept that people like him are not meant for love. Surprisingly, it doesn't really hurt much to admit that. There's a certain relief in letting it go. He has LuthorCorp and Level 33.1 and a chance to at least make his existence worth something in the end and that will have to be enough.

Lex flips through the pages briefly, but he doesn't really feel like reading it. He decides to trust that Brian has everything in order and picks up a pen from the desk. Laying the papers on the table, he quickly scrawls his signature on every indicated space, signing away this last failure. Finished, he puts it back in the envelope and as he's closing the clasp, he hears the doors to his study open. Lex looks up, freezes for only a split second, and finishes closing the envelope and slowly sets it down, while his guest storms into the room.

"Did you send her?" Clark yells angrily, coming toward Lex. As Clark approaches, Lex casually flips open the lid of a retangular box on his desk and pulls out a silver 9mm handgun. He places it in front of him, pleased that Clark is smart enough to stop in his tracks. Lex tilts his head at Clark. "Clark," Lex says darkly, not trying to hide his annoyance. "The audacity you have for showing your face in my home is truly astounding."

Clark is looking at the gun, a little surprised that Lex would be so openly hostile. Usually he puts on a show of civilty, at least initially. Somehow the gun hurts a little bit and Clark finds it annoying that he could be hurt by anything Lex does anymore. Feeling even angrier now, Clark repeats, although in a slightly more controlled voice, "Did you send her?"

Lex rolls his eyes. Another accusation...this is beyond tiring. Not surprising of course. It's very like Clark to hurl accusations with complete self-righeousness and conveniently ignore his own misdeeds...one aspect of their relationship that has stayed pretty much constant. "The last couple of days have been a little exhausting and I really don't have the time for your half-assed accusations tonight. So if you really think you have something...go find some cop who cares. Otherwise, get out."

Clark doesn't back down, but rather takes one more step forward. Lex takes note that Clark is literally shaking with anger. Not a man to take chances, Lex places his hand over the gun, ready to lift it if Clark's anger gets out of control. Clark asks in a loud voice, "Did you send Lana to spy on me?"

It takes a moment for Lex to process Clark's question and its implications turn over in his mind. Lex leans forward, opens his mouth to speak, not daring at first to believe it at first. Seeing that Clark's suspicion is genuine, a small smile grows onto Lex's face and he lets out a breathy chuckle. Clark is staring at him now like Lex has lost his mind, confusion warring with anger on his face. Clark's perplexion only fuels Lex's completely inappropriate amusement, but this is too good...too vindicating. Lex leans back in his chair, still in easy reach of the the gun. "You and Lana aren't together," Lex states, not really looking for the answer, since he already knows. Clark doesn't respond, but Lex can see doubt enter Clark's features, along with the confusion and wariness. Lex says slowly, "So let me guess..." He lifts his finger to his mouth and then points it at Clark absentmindedly as he speaks, trying to repress his giddiness. "You finally told Lana your deep dark secret...and she was repulsed." A brief grin breaks onto Lex's face and he doesn't bother to suppress his chuckle.

Clark watches Lex laughing, starting to feel amazingly stupid right now. Chloe was right, Lana really did do it all on her own...Clark hates to admit it to himself, but a part of him was hoping that Lex had goaded her, manipulated her into hating Clark and going after him. It wouldn't have changed the hate in her eyes...but it would have been easier to blame Lex at least partially, peg him as the mastermind. But Lex isn't lying now, for some reason Clark knows that. No, everything Lana did, from the wine cellar to the meteor rock was her decision. Clark wishes he could disappear. Lex is taking a lot of pleasure in his distress. Lex is good enough at reading people, has always been good at reading Clark, and Lex knows exactly what Clark is thinking right now...he knows exactly how humiliated and foolish Clark feels and Lex is relishing it. Angrily, Clark snaps, "Don't be so smug, Lex. She was going to dump you an hour before you got married. She never loved you."

Lex smile doesn't reach his eyes, the humor disappearing from his face, as he replies calmly, "Clearly, she never loved you either. At least, not the real you." Clark winces at the rebuttle. Lex leans forward, crossing his arms on his desk. He says condescendingly, "Clark, I think it's time to stop looking for other people to blame for what Lana does. Take her off the pedestal. I have."

Both men stare at each other a moment. Clark's shoulders sag a little. He remarks bitterly, "It's pathetic. All this fighting over a girl who betrayed us both."

Lex looks down at his desk briefly, feeling a brief sensation of melancholy, and then back at Clark. His voice is no longer taunting, but almost regretful. "Clark, we would still be in the same place today anyway. Our issues run much deeper than Lana Lang. You wanted to be my enemy far too badly."

Clark stares at him in disbelief. "Are you kidding?" He asks, his anger at Lana disappearing for the moment and redirecting completely toward Lex. "You're the one who turned on me, you're the reason we stopped be friends. I'm not the bad guy, Lex, you are."

Lex's frown deepens and his eyes flash at Clark as he states slowly and clearly, "Clark, you're the one who wanted this, not me. I let you go." Clark feels lost, remembering Lex in his barn only a few months ago, coldly telling him that Clark didn't matter anymore. Lex explains, "I stopped investigating you. I tried to avoid you...I left you alone. You're the one who barged into my house week after week hurling accusations, most of which were based on nothing so that you could have another excuse to hate me. You went after my fiancee and then my wife. You would have left her alone if she was marrying anyone else, but because it was me, you just had to jump in. You couldn't bear to see her with me."

Clark interrupts here. "I wanted to protect her from you. I couldn't let her marry someone like you."

"Clark," Lex says reasonably. "You could have talked her out of marrying me without kissing her or trying to steal her for yourself. And I bet you would have done it that way...if I had been someone else you considered dangerous. No, while I'm sure that you told yourself that you were too in love with her to let her marry me, I think a part of you did what you did because you wanted to hurt me, to make me hate you, by taking away something from me."

Clark doesn't know how to respond to that. He can remember how much he enjoyed rubbing it in Lex's face the night of the engagement dinner that Lana had kissed him, how the red kryponite made him want to hurt Lex in every way possible. Clark glares at Lex, who's watching him, but doesn't argue. He doesn't need to defend himself to Lex. Even if he had wanted to hurt Lex, Lex is still the one who turned on him. Lex concludes, when Clark doesn't say anything, "You're the one who became my enemy, Clark. I haven't been your enemy." Lex's voice lowers dangerously, "Believe me, you would have known it if I were."

"What about Chloe?" Clark snaps, "You went after her."

Lex shrugs. "As usual, you're overreacting. Chloe was never harmed. In fact, I reunited her with her estranged mother, hardly an evil thing to do." He adds, "And besides, none of that was personal. You didn't factor into that equation at all."

Clark seethes inwardly. Lex can try to twist what he did all he wants. Clark never really expected an admission of guilt...that would require Lex to have a conscience. He won't let Chloe be Lex's victim again and if Chloe gets hurt, he'll show Lex jsut how bad it is to have Clark Kent as an enemy. He says in a low voice, "Well, factor me in now. Because you can pretend as much as you want, but I know what you are and what you've done. And I'm going to stop you. You're actions are going to have consequences."

Lex raises an eyebrow, unimpressed. He says warningly, "Careful, Clark. I haven't been your enemy so far but I'm not inclined to give you any more leeway. I suggest you walk away now, and stay out of my affairs. You leave me alone, and I'll leave you alone." Lex's offer is sincere. Oh, he wants revenge for what Clark has done, he can feel the desire to lash back burning deep within him. But revenge is an emotional reaction and Lex has to be in control of his actions. He made a decision last night to never let himself fall victim to his emotions and he's not going to waver. However, if Clark pushes him, he will have to retaliate, which will be an acceptable reaction. It is simply discipline, necessary to keep Clark out of his way, not a result of losing control.

"That's not going to happen," Clark says defiantly, not willing to let Lex win.

Lex nods slowly. Clark doesn't deserve another warning, and Lex doesn't really but Lex is going to give him one anyway. He really does have too much on his plate right now and it would be best to avoid confrontations with Clark if he possibly can. "Clark, you have no idea what being my enemy means. One more attack from you, and I'll have no choice but to retaliate since I can't let this continue any further. And I am just as thorough in my retaliation as I am in every other thing I do. Clark, I can tear apart your happy life, your home, your relationships, your future, piece by piece. There is not a single part of your life that I cannot and will not touch. I don't want to, but I will, if you force my hand. Last chance, Clark. Walk away."

Clark crosses his arms over his chest. "I'm not afraid of you, Lex, I not as vulnerable as you think. " Clark glares at him one last time before turning around and striding back across the room, determined that he can fight both the zoners and Lex at the same time. He's up to the challenge. Clark walks out of the door, leaving Lex alone in his study.

Lex watches Clark leave and remarks sofly, "Too bad." He picks up the handgun and holds it up in front of him. He releases the clip and turns it over slowly in his hand, watching the light glance off the bullets. They glitter in the light, the color of polished emeralds.

---

A heavy metal door swings open, releasing a ray of light into the dark laboratory, highlighting the glassware, microscopes, and computer monitors on the counter against the back wall. Through the doorway, too figures, both wearing long coats that are silouetted on the wall, walk into the room heading directly down the beam of light as they move deeper into the laboratory.

"He hasn't contacted me at all, Mr. Luthor. I don't think he suspects a thing."

"Good," Lionel replies. "That's good. But I know my son, and if he ever does begin to suspect anything, he will pursue it persistently. If he ever approaches you, contact me immediately. Am I clear, Dr. Albright?"

"Absolutely." The two move deeper into the lab, the light disappearing. "I won't forget our agreement. I won't tell him what you've done."

Lionel looks at Dr. Albright sharply at the slightly judgmental tone. He says, "Everything I do is in my son's best interest, Dr. Albright. Never forget that."

"Of course," Dr. Albright replies emotionlessly.

"Good. Now, brief me on our progress."

"Slightly small for seven months but stronger than we would have anticipated." Lionel nods as they keep walking. "But we are remaining very cautious since we still estimate survival to be quite low." Lionel and Dr. Albright approach a small glass window in the far wall of the laboratory, about two feet by two feet, which is emitting a very soft glow of light.

"I wouldn't worry too much, Doctor." Lionel steps forward, the glow illuminating his face. Lionel peers into the amber liquid behind the glass at the membranous sac suspended in the middle of the liquid by thin tubes, as it inflates and deflates very slightly as if breathing. Lionel smiles and lightly strokes his finger over the glass, his eyes fixed on the sillouette of the developing fetus curled up within the sac. "Afterall, he's a Luthor."

End of Episode 2.