Lex awakens in his penthouse suite with two women asleep in his bed. After he sends them on their way and gets himself together, he makes his own way back to Dr. Jansen's laboratory in order to get an update on where the status of his plans. The young billionaire and brilliant scientist both stand before the adolescent Tobias Rice, whom is physically blind, but can see certain things. Or rather, certain people. Meteor freaks.

"How many more?" Lex asks ambitiously.

"Seven." Jansen replies. "That brings it to 38 in all."

"I want all photos of these people on my desk by noon." Lex looks to Tobias, "You've been a big help, Tobias. Time to get you some new eyes."

"Great!" Tobias exclaims in excitement. "When? Next week? Two weeks?"

"Today." Lex genuinely reveals. "You only live once, right?"

"Yes, sir! Thank you, Mr. Luthor!" Tobias feels around for Lex's hand and shakes it.

"Lex." Lex replies.


Clark, wearing his glasses and a tuxedo, rides with his parents to Edge City for his first-ever interview concerning his book. He is excited. Or at least, he should be. His head is in it, but his heart isn't. He had an argument with Kyla last week. One that has put their relationship on hold. One that plays itself in his head over and over again in the barn.


"No, I didn't think you couldn't handle it!" Clark yells. "I just thought you could use some help, Kyla!"

"That's what you said last time! And the time before!" Kyla yells back, "I could handle a girl that turns into metal! Stop treating me like some chick from the 1800s who needs a big, strong man to protect her and come to her rescue! Just because you're Naman doesn't mean you have to smother me!"

"Is that all I am to you?! A big strong man that sweeps you up?!" Clark argues.

"No! But that's the way you've been lately!" Kyla argues back. "You're getting too clingy, Clark! I need you to let me breathe! I need a little space!"

Without another word, Clark rather coldly steps to the side to allow her to leave the barn. Kyla, emotional but not tearful, storms out of the barn and drives off of the farm. Using his super-hearing, Clark hears her crying softly to herself.


"We're here, son." Jonathan alerts Clark; the family have arrived at the studio.

After sometime spent waiting, Clark is finally on stage with host Alfred Millar; his parents being out in the audience rather than up there with him. The interview is being broadcast all over Kansas and is being watched by nearly everyone in Smallville. Pete, Chloe, and even Kyla included despite where she stands in her relationship with Clark.

"Well, you're certainly a rare case, Clark." Alfred begins, "Most kids your age would sooner either stay in and watch TV or go out and do something a mindful person wouldn't, but you? You wrote a book. What made you wanna do that?"

Clark, though with a smile and his fingers tinted, looks down in silence for a moment. He openly admits, "Not what, Mr. Millar. Who. Someone who…means a lot to me. Someone who seems to know me better than me. Before that book, I had no idea where I wanted to go in life. Or do in life. Then, she helped me find my strengths and taught me how to lean into them."

"A very special young lady, no doubt." Alfred nods.

"No doubt." Clark shakes his head.

As the interview continues and her parents look to her knowingly, Kyla looks down and touches her chest in thought.


In his office, even Lex himself takes time out of his close observation of the 38 photos he has asked for to watch Clark's interview, still considering the young farmer his friend on some level and having read his book himself. He even has it on his desk at this very moment. He then turns off the television when some mercenaries arrive. Skipping banter to get right to the point,

"All of these people live in Smallville. I want you to get your hands on all of their files." Lex hands the leader 36 of the 38 photos in a folder.

"And bring them to you?" The leader assumes.

"No. Those you study. I want you to know their addresses and workplaces by heart before I see you again same time tomorrow. But these two…" Lex shows the leader the two photos he has kept to himself; one of Kyla and the other of Karen; and continues, "…you stay away from. This is gonna get personal. I can feel it."

Indeed. Thanks to Tobias, Lex is now fully-aware of both Willowbrook women's physical inhuman nature and has been for a little while. There has been some part of him that suspected that Clark himself is also like them, especially considering many of the meteor freaks claimed, rightly so, that he was the one that defeated them before they ended up in Belle Reve. But ever since Tobias had told Lex that Clark, to his eyes, is about as normal as it gets, this notion has completely disappeared from his mind; believing that said meteor freaks had simply been trying to stall him or mess with his head given that they, along with virtually everyone by now, had become aware of his time spent in a coma and his lacking the details that exist within many of his memories both recent and distant. The interview with Clark and Alfred has only cemented this belief, as Lex feels that the person that was powerful enough to defeat so many meteor freaks would not be the kind of person that would go out in public and talk about books whether they wrote them or not. More to the point, after he dismisses the mercenaries, Lex wonders how he is going to "break the news" to Clark concerning the true nature of his girlfriend and her mother. He ultimately decides that Clark deserves to know the truth no matter how painful. Lex walks out with his security team and orders one,

"Ready the chopper. We're going to Smallville."

Clark, still wearing what his "disguise", sits in his bedroom as he fiddles with Kyla's bracelet, having switched it with a completely identical one weeks ago as part of his plan to surprise and propose to her after graduation, which is but a mere week away. He finally admits to himself that he has been in the wrong as far as Kyla is concerned. He has been a bit too protective of her lately and for a number of reasons. The most obvious being that his time with her has been perhaps the biggest highlight of his life and he does not ever want it to end. Another reason is because he cannot bear the thought of losing her again. He cannot bear that pain a second time. He loves her. Very much. Yet another reason is because he does not want her to even think that he takes her for granted by just assuming she will always be by his side and the one he will be with simply because of a predestined prophecy on the cavern walls. Clark wants her to know that every fiber of his being loves her dearly and feels that the best way to prove it is to give her more attention. More time. He now sees that he has been in the wrong. That he has gone about it the wrong way. He should cover, not smother the girl he loves. He reaches for his cell phone in order to give her a respectful heads up that he is coming over to admit his mistake and show that he really loves her. But before he could even pull up his speed dial page,

WHOO! WHOO! WHOO! Lex's helicopter turns up on the front of the farm. Clark is somewhat surprised by this, as Lex typically shows up in a limo or a car. He is relieved that his parents are not here at the moment.

Moments later, Clark and Lex sit at the kitchen table; the latter makes good on his word and tells Clark about Kyla and Karen, completely unaware of his friend's prior knowledge of this. And so that he does not get the wrong idea, Lex reminds Clark of the discussion he had with him concerning his looking into the problem of meteor freaks and reveals that he has found a means to identify them. The young farmer is flooded with a mixture of emotions and tries to hide the most revealing ones by feigning being shocked and surprised by this. At the fore of all of these emotions is a question. What does Lex plan on doing about meteor freaks? About Kyla and her mother?

"I'm sorry, Clark." Lex genuinely admits.

Clark swallows and remains silent until, "Explains a lot. And I'm glad you're straight with me on this. Lex. But this doesn't change anything."

Lex looks to Clark in confusion before the latter continues, "If she kept this secret, it's probably because she was scared. Who wouldn't be? But…"

"Clark…she's not human." Lex explains, "And I've done the work on her. Six years ago, there were at least three abnormal incidents in Granville and she was at the scene of all three. Since she moved to Smallville, there've been more and she was at the scene of at least half of them."

"Doesn't mean she's guilty." Clark defends; careful not to reveal any details about all of those incidents. "I know her, Lex. She doesn't have it in her to hurt anybody."

"Maybe not today. Maybe not even tomorrow." Lex continues, "But sooner or later, just like the rest of them, she and her mother are gonna wake up and realize they're the alphas around here and that you, your parents, Pete, and everyone else don't matter compared to them."

"Say you are right." Clark does not believe it for a second, obviously. "What exactly is it that you plan on doing to her? To Karen? To all of these…meteor freaks?"

"What I have to. To save you. Your parents. The town." Lex states. "I asked you to trust me, Clark. Do you?"

Clark simply stares at Lex with an uncomfortable look on his face. It is clear that the friend he once had is gone. He has been replaced with this misguided idealist who obviously only believes in straightforward, black-and-white absolutism. And sadly, Dr. Chisholm has stated that his psyche is far too fragile now to enable for a surgical practice that will restore his memories. What this means for their friendship is now left uncertain. Clark knows what Lex plans on doing to his girlfriend, her mother, and all of Smallville's unique population and he cannot let that happen. Even if it means betraying him. However, Clark knows that Lex is no fool. He has many advantages at his disposal and if he outright opposes him, thereby exposing himself, even he, with everything he can do, might not be victorious against him. Clark must rely on both subterfuge and strength if he is going to stand in the way of this twisted version of his once-benevolent best friend.

"Yeah. I do." Clark lies; hatching a plan.

"Good." Lex touches Clark's shoulder. "And I know this is going to be hard for you, so I'll take care of the Willowbrooks last. Here's my plan."


CRASH! CLATTER! CRASH! "Don't move! Don't move! On your knees, freak!" As part of Lex's plan, his mercenaries, having memorized the identities and lives of all 36 meteor freaks, arrive at their residences and businesses during hours when people are not around to act as witnesses and subdue them with technological wristbands designed to negate their abilities. The mercenaries then proceed to carry them off to the now-abandoned Hubbard Farm, keeping half of them in the house and the other half in the barn.

The mercenary leader tells Lex over the phone, "We got 'em all."

"Good." Lex, from Jansen's laboratory, looks to Jansen himself and nods, silently ordering him to get ready.

Jansen types on his computer before,

WHIIIIIIIIIIIIIIRRRRRRRRRR! A large, missile-shaped piece of weapons technology is detached from many cables and is aimed towards the sky!

Lex then looks to Kyla, whom he seems to have captive alongside Karen, and gives her the phone, "Go for it."

For some reason, Kyla, though giving Lex as cold a look as she did his father, does not hesitate to take the phone and speak, "Mayor Siegel? This is an anonymous caller."


EEEEEEEEEEEEERRRRRRRRRGGGGGGGGGGGGHHHHHHHH! In Smallville, the military has been dispatched to help the people of the town evacuate, Kyla's anonymous tip being that there is going to be a second meteor shower. Ever brilliant, Lex has clearly used the technology at his disposal to simulate a situation to where almost everyone in town believes such a thing.

"Not again! No! No! We gotta get out of here! I can't leave here! It's my home!" The entire town is in an uproar and many try to leave in a rather chaotic way even in spite of the military's presence. Despite this, in a matter of hours, as the sun sets, the town is almost assuredly empty with the exception of the 36 meteor freaks and the mercenaries who hold them captive. Oh, and Clark. The young man stands in his loft, without his disguise, and uses his super-hearing to hone in on the conversation of the mercenaries,

"…we supposed to get out of here and make sure these freaks don't leave?" A mercenary asks.

"Luthor's nuke isn't gonna kill 'em. Not on purpose." The leader explains, "It's just gonna make 'em normal. Like us. The ones that live anyway. And chances are…about half of 'em won't."

SCREECH! A car arrives and the sounds of Kyla and Karen struggling can be heard. Clark is confident that his girlfriend can handle her own in this anticipated situation like she so clearly insisted, but that does not mean he is any less concerned about the possible negative outcomes.


"Move it!" A mercenary pushes both Willowbrook women into the barn.

BOOM! RUMBLE! The mercenary leader steps outside to look up at the sky when he hears a thunderous boom. He realizes that the source of it is in fact Lex's neutralizing weapon-missile, which is headed right for the Hubbard Farm!

Clark sees the weapon and times his next move just right. WOOSH! POW! He speeds to the Hubbard Farm and uses his incredible strength to strike and quite easily destroy the weapon!

GA-BOOM! SHOOM! The force of Clark's blow results in the weapon exploding and releasing a powerful gust of wind with a blue tint that impacts the façade of the Farmhouse.

WOOSH! Taking advantage of the mercenaries' collective confusion, Clark uses his speed to swipe each and every one of their wristbands before they could react, furthering their confusion! He then says from a distance, "Go ahead, Ky. They're all yours."


Sneering upon super-hearing this, Kyla stands to her feet and transforms into a beautiful but fearsome wolf-woman; an anthropomorphic version of her previous form. Karen does the same, both women losing their respective clothing in the process.


"Agh! Agh!" Again using his own super-hearing, Clark hones in on the sound of Kyla and Karen easily dominating the mercenaries and it seems that at least a few of the other captive meteor freaks have joined in.

A little later, Clark and Kyla, the latter now wearing a different set of clothes, meet up in the former's barn. They look to each other in seeming uncertainty until they embrace each other with a passionate kiss, finally reconciling. They would have earlier before Clark explained his plan to her, but the timing had not felt right and Clark had felt that the best start to an apology would be to let her be independent like she had insisted. Let her be the one to best the enemy.

"Still can't believe it. Lex." Kyla shakes her head. "How could he be not even close to his Dad and actually become worse than him so fast?"

"The caves." Clark touches her hands. "They did something to him. Made him forget important things. Things that made him...Lex. Whatever's left actually thinks he's doing the right thing. He said he wanted to cure you, your Mom, and all the others but...he didn't seem to care about what would happen if his machine didn't work. I don't want to give up on him, but...I don't know if what's left of him is worth it."

"Keep being positive. It's who you are. If there's even a little bit of Lex left...save it. Just like you would with me, Pete, and Chloe." Kyla cuddles up to him.


The following morning, all seemed to go back to normal in Smallville. However, many people are understandably angry that the meteor shower alert turned out to be a false alarm.


At Jansen's laboratory, Lex is disappointed, but not frustrated. He is far too intelligent to allow his anger to get the better of him even though such a capacity is already taken up by his growing arrogance. He simply talks with Jansen as the both of them hold some of the 38 meteor freak photos.

"No, I just went about it the wrong way." Lex realizes. "Forcing a cure on them doesn't really mean much if some of them die anyway. I was too ambitious. Too reckless. That's not gonna happen again."

"So, what do you want to do now, sir?" Jansen asks.

Lex is silent for a moment. He then asks, "How less of a risk is it if we…transfer their powers?"


Less than a week later, graduation has finally arrived. Clark and his friends are simultaneously joyful and bittersweet about this. As are their respective parents. As almost everyone celebrates at the Hot Java, Kyla looks to Pete and Chloe sitting together and wonders where Clark is. She then gets a text telling her to meet him in the loft.

PATTER! Kyla slips away from the party and speeds to the loft to meet Clark, who awaits her with her bracelet behind his back.

"Ck…what's wrong? Your heart's bouncing all over the place." Kyla walks up the steps to face her nervous boyfriend directly.

"Feel like it's gonna bounce out." Clark reveals the bracelet to Kyla and bends to his knee in front of her. "Had your parents switch them out…about a month ago."

Upon hearing this and becoming wise to what Clark wishes to do, Kyla joyfully takes off the false bracelet and tosses it to the side.

"Kyla Willowbrook…will you marry me?" Clark asks with genuine happiness and apparent nervousness.

"Of course." Kyla releases a tear, takes the bracelet, and puts it back on.

Clark stands to his feet and the two embrace with another passionate kiss.