(Classroom 2B, Smallville High School)

Miss Helena Bertinelli wrote The Great Depression on the blackboard. She had traded in her designer clothing for a sharp, tailored black skirt and white blouse. The football jocks in the back row paid attention, but they weren't watching the blackboard.

"Your history teacher, Mrs. Rosenberg, left you with some reading before she left," she explained, "and I'm going on the assumption that you've all read chapters 21 and 22."

One of the jocks – a joker by the name of Brad – raised his hand. "Uh, miss? Is there any chance for some extra-credit work?"

Helena was surprised at the question, and a little suspicious. "What sort of extra-credit work would that be?"

"The sort of extra-credit in the back seat of Brad's van," one of his teammates deadpanned.

Helena rolled her blue eyes at the lame joke. "Oh, how original. It's almost as funny as the results of the last multiple-choice test on 1920's American politics." She began to distribute the marked tests. "Apparently, most of the class needs to brush up on the Jazz Age, F. Scott Fitzgerald and the stock market crash." She stopped in front of Clark's desk. "Except for students like Mr. Clark Kent, who scored an A- on the test."

Brad punched Clark in the shoulder. Clark didn't feel a thing, but Brad's taunts were still annoying. "That's no surprise, Miss," Brad barked. "Clark's always good at being a dork!" His teammates laughed at the joke.

Helena placed Brad's test on his desk. "Well, it looks like you and everyone else who didn't get at least a C is going to have to rewrite the test. Did I mention that it would be a test that I designed? Which means you're going to have to review chapters 19 and 20 … on top of the assigned chapters 21 and 22."

"That's okay," Clark grinned mischievously at Brad. "Brad's good at doing extra homework."

Helena returned to the blackboard. "With the aftermath of the stock market crash," she continued, "America found itself in a period of confusion. The government's policies …" The ring of the school bell interrupted her sentence. The students immediately collected their books and emptied the class.

Brad and the other jocks shoved past Clark and yelped through the hallways. Lana looked at her mark. "B-? Just a cut above average. Great." She seemed disappointed.

"You're a good student, Lana," Clark reassured her. "You'll do fine."

"He's right, Lana," Helena added. "You're in the top ten percent. I wouldn't be concerned." She picked up the latest issue of the Torch. "Great job on your volleyball story, guys! I see you two are involved in after-school events."

"We try," Clark replied. "We know there's more to life than Smallville."

Helena looked outside the window at the high school's leafy campus. It seemed peaceful. She wanted to succeed here, but she feared that her murky past could spoil her attempt to forge a new life.

"I wouldn't sell your little town short, Clark," Helena stated. "You have no idea what you've got here. The big city's not all it's cracked up to be."

"So, Lana," Clark began, "wanna go over the 'Dirty Thirties' in America in study hall with me?"

Lana frowned. "My study hall period was yesterday. Sorry. I've got French class in five minutes."

Clark was about to let her go, but he remembered that Lana had gone with Chloe last night to the Ledger paper's archives.

"Wait, Lana!" Clark hollered. "How did your trip to the Ledger go?"

Lana pulled out a few photocopies from her bag. "Oh, I almost forgot! There wasn't much in the Ledger. But, the All Saints Day massacre was big enough to get a front page spread 15 years ago."

Clark glanced back at the history classroom. "Miss Bertinelli doesn't seem like a mob heiress at all." He skimmed through the photocopied articles. "And she was so young when all this stuff happened. Maybe she really wants to turn over a new leaf."

"That's what I was thinking," Lana admitted. "She's a really good teacher. I don't get the sense from her that it's just an act. If she were still in the mob, why would she bother to create make-up tests for our class? I know Lex is just looking out for us, but maybe he doesn't understand the full picture. If he could ask Bruce Wayne about her --"

Clark sighed. Lex was right: Bruce had become aloof. He rarely returned phone calls these days. There was some talk of a future expedition to the Far East: India, Nepal, Thailand, Japan. Something was going on in his life that took priority over keeping in touch with friends. And yesterday wasn't the first time he had seen Lex argue with Bruce over the phone.

"Bruce is busy," Clark declared. "Lex tried to get more info from him, but Bruce has a full plate. He doesn't have time for anything – or anyone."

Lana noticed Clark's disappointment and squeezed his arm supportively. "I'm sorry to hear that. I'm sure that it's just business. I don't think you're going to lose him as a friend."

Clark remembered the old photo he found: Pete and I smiling at the Sharks game. "But I think I've already lost Pete. We were so close. He – I – we didn't make the time. We took time for granted, and now he's moved to Wichita! He was my best friend, Lana. How can a friendship like that change?"

They turned a corner and ran into Chloe. "Is Miss Bertinelli still in class?" she inquired. Chloe's arrival spared both Clark and Lana from dealing with 'the Pete issue' for now.

"You'd better hurry," Clark cautioned. "History was her last class today. I think she's heading back to Metropolis for the night."

(The Torch office, Smallville)

Helena walked into the Torch. "So this is the school's famous student paper? Aside from those meteor bogeymen stories, you're done a pretty good job here."

"Thanks, Miss Bertinelli!" Chloe beamed. "I hope to get into Metropolis U.'s journalism school when I graduate."

Helena smirked as she studied the wall of clippings in the rear. "Gotham U.'s mass comm. department is excellent," she replied. "But not as good as Metropolis," Chloe protested, then she caught Helena's smirk. She was only teasing her.

Helena sat on the corner of a desk. "I'm assuming you didn't ask me here to compare journalism programs."

Chloe took a deep breath. She wanted to know if Miss Bertinelli really was a mob heiress. "I needed to flesh out some details for my profile on you. Your family, for example. They're … umm … well-known in Gotham City."

Helena bristled at this attempt to dig into her family's past. Lex Luthor already had suspicions about her true intent here. She didn't want to encourage Chloe's investigations, but she didn't want to appear to be hiding anything either.

"I'm sure the rumour mill has been spinning since I arrived here," Helena stated. "Let me put some things to rest. I am the only surviving daughter of the Bertinelli family of Gotham, the same family murdered by mobster Tony Zucco. I was placed in a federal witness protection program soon after that, but I returned to Gotham when I started college. I have no ties to the mafia. I hate them for what they did to my family! And while I do have a trust fund, my family kept legitimate business separate from the mob. Both the dean of Gotham's Faculty of Education and the Lowell County School Board know who I am, so I'm not hiding anything. I'm fairly easy-going, but I consider that my private life is just that: private."

Chloe was stunned at the teacher's candour. She was also worried that she had crossed the line between curiosity and gossip-column muckraking.

"I have no reason to doubt you," Chloe replied, "but I'm sure you're aware some people in town are wondering why you'd pick Smallville of all places to start your teaching career?"

"I want a fresh start," Helena said. She was becoming tired of Chloe's questions, but she had to be careful. She couldn't stop the rumours, but she hoped her frank answers would satisfy the Torch's inquisitive editor.

Chloe scribbled some notes in her pad. "I'll make sure we set the record straight on you, Miss Bertinelli. And don't worry, I agree with you: what happened to your family is nobody's business but yours."

Helena checked her watch. "I've got to run, Chloe. I want to beat the rush-hour dash to Metropolis." Chloe waved goodbye. "Thanks for your time! Have a safe trip!"

Chloe tapped her pen against her cheek. When Pete was here, she'd explore her theories with him. Usually, he'd tell her if she was on a hot story, or a flop. He would often be the voice of reason who'd try to rein in her (occasionally) reckless impulses. Now, he was gone. She didn't realize it at the time, but Pete was the most grounded of the Torch's wannabe-reporters – including the editor herself. She missed his counsel.

It was more than that: she missed his constant friendship. Maybe we did take him for granted.

Now, it was time to grab a bite to eat at the Talon, swap ideas with Lana for the next volleyball match and finish her research at the Ledger.

She wasn't going to delve into the Bertinellis sordid past on the pages of the Torch, but she had to satisfy her insatiable curiosity. Miss Bertinelli said she wasn't hiding anything.

If she was hiding something, Chloe thought, I want to know why.

(Our Lady of Sorrows Catholic Church, Metropolis)

Helena waited on the bench outside the wooden confessional for the priest. She was caught in the after-work traffic and missed the 5 p.m. Mass. A hint of incense lingered in the air. The afternoon sun's rays flooded through the stained glass windows, creating rainbow patterns on the church floor. At the front of the church was a marble replica of Michelangelo's La Pieta: an iconic representation of Mary, cradling the crucified Christ.

Even though she was too young to remember her family's deep involvement in organized crime, she still felt guilt over her blood ties to it. She wanted to believe that her father wasn't a criminal or a murderer, that he was merely a savvy textiles merchant.

The All Saints Day massacre, sadly, was a fact. Fifteen lives ended that day in a hail of gunfire, by order of The Don Bertinelli. In the pizzerias and tailor shops of East Town, the locals have said that if Tony Zucco had died in that massacre, it would be the Bertinellis who would now control the Gotham mob.

Fate had other plans.

She would spend her entire childhood on the run: the Midwest, the Rockies, and the West Coast. Her family's loyal bodyguard raised her as his own child. He feared that Tony Zucco would someday finish his contract and kill Helena. He taught her to fight for her life, how to escape … how to survive. "Kill them before they kill you," was his mantra. "There ain't no second chances."

Smallville was her second chance now. Gotham University had been sympathetic to her plight. Some in the board of regents had reservations about her mob ties, but the majority sided with her. Helena was a daughter of their tortured city. She could become a teacher, if she wanted to.

The light above the confessional turned on: the priest was inside. Helena stepped behind the curtain, knelt in the creaky confessional and crossed herself. The priest, silhouetted behind a latticed screen, was a friendly-looking man in his fifties.

"Bless me Father, for I have sinned," Helena replied. "It's been so long since I did this. I don't know where to begin."

"Take your time, dear," the priest said. "I have about 45 minutes before Jeopardy starts." Helena laughed at the unexpected joke, but her happiness was too brief.

"You see, my family was involved in some pretty bad business," Helena admitted. "I'm a Bertinelli."

"From Gotham City?" the priest gasped. "But didn't the whole family die in those terrible slayings?"

"I'm the surviving daughter," Helena said. "Anyway, what I'm trying to say is – I want to move on with my life, but I don't know if I can. Or even, if I should."

"Sins of the father don't fall upon the daughter," the priest consoled. "You were but a child then. How could you know what sort of business your father was in?"

"Time doesn't heal," Helena continued. "I know it's best to turn the other cheek. But my family's killer walks free. Tony Zucco has never been connected to the death of my entire family, yet everyone on the street knows he ordered it. There's no justice!"

"We must all answer for the choices we make," the priest explained. "Including Tony Zucco. If the authorities don't get him, then the Almighty surely will on Judgment Day. You must have faith that justice will be served … either in this life or the next."

Helena sighed. It would be better for her to let go of the pain. Or even to forgive. She clenched her teeth. On that terrible night, the Bertinellis' walled compound in East Town was splattered in blood. Her father and mother smothered their youngest daughter with their bodies, as Zucco's goons shot them mercilessly. No, she had screamed, when the GCPD rescued her from the horrific scene.

No! They hurt my Mommy and Daddy!

"No!" Helena blurted. The priest looked at her oddly. She buried her dreadful memories and quickly put on her coat. "I don't even know why I'm here."

"You want peace," the priest concluded. "That's why you're here. Why you moved half a continent away. You've committed no sin, just by being a Bertinelli."

"Tony Zucco is alive," Helena muttered spitefully. "There can be no peace for me until –"

"The police will deal with him, or the courts. And – eventually – God," the priest argued. "It's beyond your control now. Let that hatred go! It's a cancer that will destroy you, if you let it fester."

Helena relented, and completed her confession. "Say five Hail Mary's for your penance," the priest ended with a blessing, "and go with Christ."

Helena knelt before La Pieta to recite her Hail Mary's.

"… Pray for us sinners, now and at the hour of death …" She recited the words – words etched in her mind through a lifetime of parochial schools – but she didn't know if she still had any faith left in her.

She recited her last Hail Mary. Tony Zucco is alive, she lamented.

There can be no peace for me, until I kill him.