Clark ran his hands through his hair. How could he have been blind to it for so long? Victor, Chloe he can't believe Chloe turned against him. He goes into his house well at least his parents will stand by him. He smiled at Martha and then took a seat since Jonathon was on the phone. Clark sat down waiting for him to get off it he'll know what to do.

Clark was surprised that his super hearing kicks in without him using it he thought he had it under control.

"How could you betray him like that?" Jonathon shouted into the phone.

Clark quickly identifies the other voice as Chloe. "I'm not he got caught last night and everyone knows but if we can get Clark to turn himself in willingly it could be a big difference between honored guest and lab rat. It's over Mr. Kent. I mean it was a good try but it's over."

Jonathon frowned in sad acceptance. "Yeah I'll go talk to Clark." Jonathon hung up the phone and found Clark right in front of him.

Clark hoisted him up by his throat and slammed into the wall never feeling so utterly betrayed by anyone. "How could you?"

Martha saw it and ran up to try to get in the middle of them. "Clark stop it!" Clark just moved his hand in one swift motion she tumbled to the floor stunned. Jonathon struggled to push free but Clark just held him there.

"Why?" Clark asked.

Jonathon just developed a twisted smile. "Because you were never my son you were just a thing I found in the cornfield."

Clark threw him into the wall and knocked him out. Everyone's turning against him. Clark wastes no time and disappears in a blur.

Faith and Claire walk into the magic box and saw Cordelia and Giles working. Cordelia rolls her eyes seeing Faith. "Well look who it is I hope you had a good reason for bailing on us with your mysterious friend."

Faith rolled her eyes before pointing to Claire. "Cordelia Chase meet good reason. Geeves we need to talk."

Giles nods. "Well there's the back room but Buffy is currently using it."

Faith pushes him back. "That will do."

Buffy is practicing in the back room. Clark was right this is an ideal place for a slayer she would have killed to have a place like this in high school. Buffy stretches her arms out as she continues to handstand on the horse pommel she opens her eyes and sees fire red eyes. Buffy is startled and stumbles backwards but lands on the other side of the bar ready to fight.

Faith ran up and stopped it even with fire Buffy will still wipe the floor with her. "Take it easy B we all need to talk."

Once Buffy calmed down Faith made the introductions. "OK Buffy Summers Rupert Giles meet Claire Sheldon."

Buffy looked at Claire she was paranoid she caught the redhead staring at the back door ironing that as her way out if things go bad. "It's nice to meet you Claire."

"Yeah" Claire simply nodded as they shake hands.

Giles was studying the girl he's curious about the color of her eyes. "Faith why are we all here."

Faith turned to the redhead. "Well Claire is… well she's a slayer."

Buffy rolled her eyes. "I miss everything when did Alicia flat line?"

Faith chuckled well. "She didn't I did remember. Last year an annoying blond told me not to kill Alicia and as a result she killed me and my boyfriend had to bring me back caused quite a mess."

Claire's eyes lit up and her hand went up in flames. "You died."

Buffy looked at the nervous girl and if she's a slayer she gets why she's scared. "Take it easy it was a very unique form of CPR."

"Says you two." Claire replied not taking her eyes off either of them. "One of them could be a vampire while the other one screws them."

Buffy was in shock but quickly realized where that left her. "I do not screw vampires!" Claire, Giles, and Faith just stare at her. Buffy sees she has about 10 seconds before Faith busts her. "Except when I do that… But that was different he had a soul." Buffy defends herself damn slayer dreams.

"What's a slayer?" Claire asked.

Faith threw a punch that Claire easily caught. "It's how you do that. You became a slayer when I died just as I became a slayer when B here drowned."

Buffy nods and turns to Giles. "How does the council not know of her? You said they have guys looking out."

Giles nods. "The council would have guys looking out and they would have likely found her but what happened to Faith would have raised too many questions so I left them in the dark after last year and sometimes we justmiss them like you Buffy."

Claire looked at the three. "So what is a slayer exactly?"

Faith looked to the window and saw Clark get her attention signaling her to get out. "Buffy and Giles are going to show you that big book on vampires G-Man thinks he keeps hidden on the top shelf."

Buffy chuckles hearing Giles make the clucking sound. "Come on Claire I'll show you the fine points of who you are."

"Fine but if this is some kind of cult thing I'm out of here." Claire warned following Buffy and Giles out of the room.

Faith walked up to Clark and saw the sweat running all over him. "Jesus what the hell happened to you?"

"I'm fine get your stuff together. We gotta go." Clark replied

"Go where?" Faith asked.

Clark was pacing the floor. "Up north to the fortress, they'll never find us."

Faith gently grabbed him. "Okay, wait. Slow down. What's going on?"

Clark just breathed trying to recover. "They turned against me Faith it must have been last night I finally scared them off."

"Who did?" Faith asked.

Clark ran down the list. "Riley, Chloe, Victor, Lex, my parents. You're the only one I can trust now. You're the only one."

Faith shakes her head in denial Mrs. Kent would sell her soul if it meant protecting Clark and maybe even her she feels. "Clark I don't think…"

Clark cut her off and stopped her. "No, Faith, you don't." Clark hears Chloe approaching. "She's coming. She's coming. Chloe's coming. All right, listen, I promise I'll come back to you. I'll find you. Just whatever you do, don't listen to a word they say."

Faith watches Clark run off as Chloe approaches and asked. "Faith thank God. Has Clark been here?"

"Why?"

Chloe saw the suspicious look. "Cause I need to talk to him. I think he touched this." Chloe pulled out a lead box and handed it to Faith.

Faith opened the box and looked at it. Since when does Chloe pack kryptonite? "He told me not to trust you."

Chloe cut right to it. "Okay, Clark's gone all Captain Paranoid, and I think it might be because of this silver meteor here. He pricked his finger with it. Faith, Clark's been infected. He thinks everyone's turned against him. He's gonna end up seriously hurting someone. Do you know where he went?"

Faith shakes her head no. "He was here for a second, and then he was just gone. Chloe, the way he was acting…

Chloe stopped her. "I know. It's gonna be okay. I'm gonna call the Kents. I'm going to cover the campus again see if I can find him.

"I'll come with you." Faith offered.

Chloe stopped her. "No. Faith, don't. Um, you stay here, and if he shows up, just call me and try and keep him calm. I think you're the only one he'll listen to right now. Right now I'm just thankful Lois is living with Oliver again until Clark fixes her ceiling."

Faith opens the box and sees the silver meteor rock. Faith pulls out a cell phone and calls Clark's campus room maybe he's there already and she can talk him into coming to the scoobies.

"Hello"

Faith rolls her eyes. "Victor is Clark there?"

"No, he hasn't been here all day."

Faith mutters under breath of course he wouldn't Victor is someone Clark suspects. "Alright how about something new around the room that wasn't there before."

"Hang on a minute." Faith impatiently taps the wall waiting for a response. "OK there is something new here a little card."

"What's it say?" Faith asked.

"The newest piece of home from Smallville LL. Any thing else I can do for you? Is Clark in trouble? I can help?"

"That's OK Victor you've done enough thank you."

Faith thought it over in her head. Lana is dust so it's not her. Lois was well aware of the dangers of kryptonite around Clark so it wasn't her either. That just left one double L that Clark knows and Faith guesses she's finally going to meet him. "Lex"

Faith stuck her head in the door and sees Claire talking to Cordy. "Hothead are you going to be OK in here?"

Claire nods. "Me and Cordy here are talking about changes to my hair."

Faith realized she might need to look into contacts as well or pose as a blind girl. "Good I have to go out for a while. Stay here."

"Need any help?" Buffy offered.

Faith shakes her head. "It's cool B I got it."

Lex was sitting at his desk 3-01 mastered her power to fly so she's lost for now. On the bright side however they are up to the human factor for 3-14 so the project is moving right along. He sees a beautiful brunette almost knock down the door and recognizes her from the funeral she's Clark's girlfriend.

Faith walked right up to him and looked him in the eyes. "What the hell did you do to Clark?"

Lex just smirked no wonder why these two found each other blunt and to the point. "I think this is the part where I usually say, 'Clark, I have no idea what are you talking about?' But he's not here so I'm talking to…"

"Name's Faith, I don't know how, but you knew what would happen when you sent this to him." Faith dropped the silver meteor rock on his desk.

Lex looked at the rock intrigued this is new. "I swear this is the first time I've ever seen a meteor rock like this."

Faith just reached back and punched him in the face. "I don't have time for any more of your lies, Lex. What the hell did that rock do to Clark?"

Lex put a hand to his mouth she has one hell of a punch. "Ask Clark about this later but I swear on Julian that I have never seen this rock before."

Faith rolled her eyes she thinks it's the truth but Clark said Lex is tricky. "If you didn't send this to him, then who did?"

Lex shrugged innocently. "I honestly don't know. Now, you said this did something to Clark. What happened?"

Faith shrugged realizing she's overplaying her hand. "Nothing important I thought you were screwing with Clark you're not." At least not this time she adds in her thoughts.

Clark came to a stop at Luthor Mansion and sees Faith starting to leave but Lex grabs her arms and stops her. He sees Faith and Lex mutter some words before Lex hugs her and Clark looks away in shock. What the hell is she doing? Clark watches as the two proceed to kiss hot and heavy until hug again and Faith looks to Clark with a smile like she was rubbing it in his face.

Faith went to leave but Lex grabbed her arm. "Get your hands off me right now."

"Look, let's get this sample over to Luthorcorp. The sooner we have it analyzed, the faster we'll be able to help Clark." The two watched as the power went off.

Faith looked around and saw nothing she knows a scare tactic when she sees one. "Forget to pay the power bill cue ball."

"Stay here. I'll see what's going on." Lex ordered as he goes out into the hallway and sees Clark. He really is messed up.

Lex looked his friend over. "A lot of people are looking for you, Clark."

"I know they are."

Lex studied he's going to want this rock analyzed could be useful against an enemy army. "I want you to listen to me very carefully. Something's happened to you."

Clark smiled wryly. "Yeah it's been a revelation."

"Clark, you're very sick. We need to get you to the lab."

Clark just chuckled before turning to Lex. "We should get to the lab. We should get to the lab so you can experiment on me like god knows how many others. You know, Lex, it all makes sense now. See, I thought you were obsessed with me. But it's not about me at all, is it? It's about what I have. The quiet life you were always so jealous of. Good friends, loving family, girlfriends that don't try to kill you…"

"Clark!"

Clark looked at him and continued. "And all these things that you do to me… all the digging, all the tests, all the lies… it was just some way to get me to dig down to your level."

"Listen to what you're saying, Clark. This isn't you." Lex replied having only saw a mean streak on him twice. First when he fell for a bad girl then when Pete and Chloe were infected with parasites

Clark grabbed him and slammed him into the wall. "I don't know what you did. I'm not sure what you did to trick her into believing she was in love with you. But I'm not gonna let you get away with it."

Lex just pulls a gun on him. "I need you to stop. I don't want to hurt you."

Clark smiles grabbing Lex's arm and pushes him back squeezing down on it causing Lex to drop the gun as he screams. "But I want to hurt you." Clark lightly punches Lex as he goes sliding across the floor he'll be out for a while. "Faith!"

Faith opens the door and saw Lex unconscious. She looks at Clark knowing something is wrong with him in a big way.

Clark hugged her and Faith let him. "Its okay, Faith, I'm here. Whatever Lex was doing to you, I stopped it."

"Oh, god you didn't kill him did you?"

Clark's tone instantly changed. "Why do you care about him so much?"

Faith rolled her eyes he really is paranoid of everything. "Clark, I'm not worried about Lex I'm worried about you. If you killed Lex it would destroy you and you know that."

Clark glared at her. "You're lying I saw you kiss him."

Faith was shocked. "No, I would never do that and you know it."

Clark puts her hands on her throat. "Stop lying. Stop lying." Faith chokes and gasps for breath. "I loved you, Faith. More than anything else, I loved you and you betrayed me like everyone else."

"Clark..." Faith pleaded as she struggled to break free and Clark threw her into the wall hard enough to leave her unconscious as he walked towards her.

"Clark!"

Clark turned around and saw to his surprise saw Milton Fine.

"You don't wanna do that. Trust me." Fine pleaded.

"I can't trust anyone any more." Clark said before punching Fine in the face. To his surprise however Fine was getting up. "Now I get why you always single out Lex in class you're one of his experiments?"

Fine shakes his head. "No. I'm your friend. If you hurt Faith, it'll destroy you." Fine's eyes glow red and hit Clark with heat vision knocking him back and to the floor as Fine tackles him pinning him to the floor.

"What the hell are you?" Clark asked.

"I'm a Kryptonian. Just like you. And I'm sorry, but this is really gonna hurt." Fine stuck some kind of machine into the side of Clark's neck. Clark groans in pain hearing the machine go until a decent supply of his blood as well as a silver splinter came out of it."

Clark looked around completely lucid and with a little bit of an ache in his head that he usually gets when taking off red kryptonite. He sees Fine. "You…"

"You'll be alright Kal El." With that Fine ran off.

Clark collected Faith and just stared at Lex as he started to recover. Lex stared at Clark with Faith in his arms. "Is she OK?"

Clark nods. "She'll be fine."

"And you?" Lex asked.

"Whatever it was I don't feel it anymore." Clark replied.

Lex stopped him. "I can get the best doctors for both of you."

"We both hate doctors and I'm fine Clark snapped out of it when he nearly hurt me." Faith mutters from Clark's chest regaining consciousness.

Faith frees herself and stands up to show that she's fine as she and Clark say goodbye and head out for the night.

Claire looked to Cordelia. "You are demented you know that."

"I'm also right." Cordelia defended herself.

Claire stared at her with an ember of hatred. Cordy can't be right on this. There has to be another way? Claire looks to the other scoobies who just shrug innocence. They're all saying they can't do much to help because they think she's right. "Fine give me the brunette I'll be Faith's cousin."

Cordelia handed Claire the hair dye. It's a crime that they have to do this but Claire's bright orange hair tends to stand out. "I'm sorry about this I just don't see another way to protect you from these commandos."

"I know." Claire muttered. "Can I at least have blue contact lenses for the eyes?"

"Certainly" Giles replied. "I know you don't like altering your appearance but…"

"It will keep uncle Sam and Lex off your back." Chloe finished.

Claire nods she already knows that. "I know I'm willing to try."

Faith enters with Clark. "Try what?"

Claire rolled her eyes. "Faith, well Giles offered to let me stay with him in exchange for being my watcher. He makes a move on me though his ass is grass."

"That's disgusting." Faith replied. "He's G Man he doesn't do bad touch I already tried."

Giles rolled his eyes. "Yes I'm not touching any young girls thank you."

Claire watched as Clark came in. "Hey I know you, you saved me from the initiative."

Clark was too tired and simply nodded not believing that actually happened. "Yes I did it's nice to see you again. Thought why am I seeing you again not that I don't mind."

Buffy started to explain. "Claire is the new slayer called after Faith died."

Clark nods. "And we're looking out for her?"

"If she lets us." Buffy answered.

Claire looked at Clark and smiled he's the hulk that saved her last night. "Yes, I'm going to be part of the team learn how fight demons like I don't know how to already and help you guys find the 33.1 initiative."

Clark simply nodded happy to have the help. "Welcome to the team.'"

Claire just smiled halfway and nearly hid her face. "Happy to help it's why I'm here."

Xander had a smirk oh this was good. "Our little fire starter has a crush."

Claire glared at him and punched him in the arm.

"Ow!" Xander whimpered rubbing his arm.

Chloe looked at the two. "So what happened with the thing?"

"Burned itself out…I think." Clark answered. "Just not soon enough."

Faith rubbed her throat see this is why Clark isn't finding out the fire stone did something to her yet. "Clark, I have been hurt worse I'm fine. It happened just get over it. I know you wouldn't hurt me by choice."

Chloe frowned. "And for once I'm glad to not be the object your heart's desire."

Clark chuckled. "Yeah well I was seeing some pretty messed up things. Chloe and my parents turning against me, Victor and Lex talking about us, and my personal favorite Faith kissing Lex."

"That one would never happen." Faith replied she needs a shower to wipe Lex's slime off her. She didn't need Clark's story she saw the eyes of men like him before.

The scoobies made plans for Claire and all went their own way home.

Clark walked Faith back to their house and after talking with his parents and giving a lengthy apology they made it up to her room.

Clark turned to Faith he can't believe he hurt her. "Faith I should have never even…"

Faith rolls her eyes. "Clark sit down." Clark does as told and Faith climbed on top of him. "I knew you and me weren't going to have the normal boy-girl relationship most people talk about. Kind of a given with our screwed up lives are. But I knew there would be times like this and I want them if that's the price of keeping you in my life." Faith grabs the side of his shirt and starts lifting. "But if you have to make it up to me and be repenty."

Clark smiles as the two start kissing. Faith will get the angst out of him one way or another.

Clark walks into Professor Fine's room about an hour before his first class starts. He needs to talk to the professor and see what really happened. Fine walked into the room and just had a cocky grin. Being raised around humans too long has made Kal El soft and he plans to capitalize on that just not with all his friends standing besides him.

"Professor Fine?"

"How you feeling, Kal-El?" Fine asked.

Clark groaned he's really another kryptonian. "So, I didn't imagine that part."

Fine shakes his head. "No, you didn't."

Clark just sighed and rested against a desk. "I thought I was the last son of Krypton, but... you people keep popping up."

Fine chuckled. "Well, a superior civilization is difficult to eradicate."

"Why are you here?" Clark asked.

"To stop what's coming." Fine answered. "Luthor's little super powered army and to help you walk the path of a true Kryptonian."

"No, thanks. I'm doing fine on my own." Clark replied.

Fine sighed. "I see in your eyes you have already started Jor El's training. Why do you continue to trust humans more than your own people?"

"I'm just going off what I've seen." Clark answered. "The last two Kryptonians were disciples of Zod."

Fine just looked him in the eyes. "Maybe you need to look closer."

Clark wasn't backing down from this. "Why didn't you just tell me who you really were instead of posing as my professor this whole time?"

Fine chuckled at the irony and hypocrisy of Kal El's words. "Why do you keep your identity a secret, even from the woman you love? You've been on this planet many years, Kal-El. I had to observe you before revealing myself to determine just how much you've been influenced by these...humans."

"You say 'human' like it's a bad thing." Clark replied.

Fine shrugged in false innocence. "Just going on what I've seen. This race shows promise. But at this point in history, they're still duplicitous by their very nature. Even the ones you think you love can't be trusted."

Clark glared at him. "You don't know anything about this race. Yeah, they can be petty and dishonest and betray each other over nothing. But they can also be honest and loyal. And they would give up everything to protect someone they love. Even if they were from another planet. While our planet died because Zod didn't get his way and my uncle wanted to get into my mom's pants. We're much more advanced then they are."

"You've been with Faith too long, Kal-El..."

Clark rolled his eyes. "My name is Clark. And I'll always believe in my friends and my family."

Inside Fine smirked because when the time is right that's how he's going to bring him down. "I sincerely hope your trust hasn't been misplaced. You know where to find me when you're ready to accept the truth or need my help."

"So what's your krptonian name?" Clark asked

Fine shakes his head. "I'd rather not say in the end I sided with Zod and regretted it ever since. Please don't tell Jor El about me all I want is to repent for what I did in the past and make sure you have a better future."

Clark thought about it he would tell Jor El but Fine saved him last night and more importantly he saved Faith. "I won't say a word."

Lex was drinking a brandy reading Jax's field report on 3-01's escape. Maggie comes in and sees him hard at work studying. "I see you've got the bad news."

"Just a missed opportunity." Lex replied as he hands Maggie a manila folder.

Maggie looked at the folder. "What's this?"

"An old Smallville Alumni who started showing remarkable strength and speed."

Maggie looked at the folder. "Could be similar to 3-01. Will all the meteor freaks do this?"

"Well there's one way to know for sure. Bring her in." Lex replied.

Maggie looked at the folder and saw the name Alicia Baker and even better unlike 3-01 she's in a persistent vegetative state. "We'll do what we can."

Author's Notes

Thanks for the reviews

Rewriting the episode I realized something. Was there a reason Lex never had Clark tested. He went through security like it was nothing and nearly killed the woman he loved I don't think an I'm OK would cut it with Lex.

Up Next: Wild at Heart.