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You know, it belonged
to Alexander the Great.

They say the design symbolizes
strength and courage.

Can't exactly see myself going into
battle with that on my chest.

Darker times call for darker methods.
His opponents thought he was invincible.

- I didn't know you were a history buff.
- I'm not. I'm interested in people...

...who ruled the world before age 30.
- Don't worry, Lex, you have a few years.

Lana, I didn't know
you were gonna be here.

Didn't Lex tell you?

Must've slipped my mind.

Why don't I leave you two alone?

Having fun?

Yeah, well, I'm feeling
a bit underdressed.

If it makes you feel any better,
Whitney is just as uncomfortable.

Whitney came too.

Why don't you join us? I'll yank Nell
away from the jewellery so we can eat.

Yeah, sure.

Clark, where are you going?

I'm gonna get some air.

You're never gonna get her if you
keep running away from your enemy.

Whitney's not my enemy.

Yes, he is. The sooner you realize that,
the sooner you'll find a way to win Lana.

Remember, keep your friends close
and the quarterback closer.

Always the hopeless romantic, Lex.

Victoria?

I'm sorry, am I interrupting?

Clark Kent, this is Victoria Hardwick,
a very old friend.

Hi.

Champagne?

How close are you gonna keep her?

I'll catch up with you later, Clark.

Want a private tour?

I thought you'd never ask.

You see this? I'm the only reason
you're not in a cage right now.

Now you get into the IA,
and you get me those files.

Why, is one of them yours?

You've got 24 hours to get creative.
Start thinking.

Well, welcome to Metropolis.

More or less.

Rogue

Dad, let me help you.

Don't break a sweat.

So, night owl, how was Metropolis?

- Fine.
- Come on...

...a reception at the Metropolis Museum,
and it was fine?

The museum was amazing.
It's just...

It's just what?

Something happened.

It could've been worse. I stopped
the bus before anyone was hurt.

- Clark, are you all right?
- I'm fine.

- What if somebody'd seen you do it?
- Everyone was still in the museum.

I think it's fine. There's no mention
of witnesses in the paper.

I'd better get to school.

Hey, Clark, look, I am real proud
of what you did.

We both are.

Did you bring them?

You know I'm not supposed to do this.

And I'm not the one with the DUI
on my record.

You wouldn't believe
how many rent-a-cops...

...forget to fill out the previous
criminal-record section on their job apps.

So, what do you think of Smallville?

It reminds me of the village
where my grandparents live in Wales.

Very quaint. Very safe.

And the last place I expected
to find Lex Luthor.

My father'll bring me back
to Metropolis in a few years.

- He's lying.
- I know.

You deserve something better.

And you crossed the pond
to tell me what that is.

Catching up with an old friend
isn't reason enough?

As much as I'd like to flatter myself...

...the daughters of multinational
industrialists usually don't...

...fly around the world
to rekindle old flames.

Neither do executive vice presidents.

- Then you've heard.
- That you're working for your father?

I keep up. How is Sir Harry?

Distant, inaccessible and rich.

- I believe you know the type.
- What's he want with me?

He understands you may have certain
negative feelings towards your father.

Sir Harry has always had
an incredible grasp of the obvious.

He was hoping those feelings might work
to our mutual advantage.

He'd like you to reconsider
your position with LuthorCorp.

So he sent you here as an incentive.

I've missed you, Lex.

I'm touched.

Do you have a proposal?

First, I think I'd like something else.

- Another scathing editorial?
- Is there any other kind?

Clark, what happened to you last night?

I wasn't feeling well.
Guess I'm not much of a city guy.

You can take the boy off the farm, but
you can't take the farm out of the boy.

Sullivan, is this your idea of a joke?

- Parents have been calling all morning.
- What are you telling them?

What the EPA and other
environmental groups said years ago:

The meteor rocks are harmless.

People should know about the strange
things happening in this town!

The Torch is a school paper.
It's not your own personal tabloid.

Are you censoring me?

I'm requiring you to do your job, which is
to report on relevant school events:

Sports. Dances. Clubs.
I'm relieving you of your duties.

The Torch is suspended
until I can appoint a new editor.

- Okay, what just happened?
- I think you were fired.

Chloe, I'm sure we can do something.

Let me talk to Kwan.

Not to sound ungrateful,
but what can you do?

I don't know, but let me give it a shot.

Afternoon, Lex.

Or is it Mr. Luthor here in Smallville?

Phelan...

...isn't Smallville a couple of counties
outside your jurisdiction?

Well, I don't need jurisdiction
to look up an old friend.

We were never friends.

If you want to see me, call my office.

- When does it happen, Lex?
- When does what happen?

When do you turn on the people
that help you?

How many times did I pull you back
from the edge?

You'd be dead right now
if it wasn't for me.

You were on my father's payroll,
his go-to guy in the department.

You got paid to fix situations, so don't
try and pretend it was anything else.

You have a good life here, Lex.

I'd sure hate to see that
get compromised.

You can't touch me, and you know it.

I'm looking for a witness.

I think he saw last night's accident
outside the museum.

And this concerns me why?

Sorry, I don't know who that is.

I'd have pegged you for buddies.

Guess you're losing your instinct.
Maybe you should think about retiring.

Hello?

Hello?

Anybody home?

Dad?

Is that you?

Metropolis Police.

Kid, I don't know
what they've been feeding you...

...but that was pretty impressive.

Not quite as exciting as last night,
but I wanted to be sure.

Who are you?

I am your new best friend, Clark.

How do you know my name?

I asked around.

That's the beauty of a small town,
everybody's just so eager to help.

Far cry from Metropolis.

- What do you want with me?
- Your help.

You see, Clark, I'm in a battle
that I can't afford to lose...

...because if I do,
well, the bad guys win.

And you have this gift that I need.

I'll never help you.

You have a secret you don't want
the world to know about.

I'm guessing that's why you didn't stick
around for the TV cameras last night.

You want to keep things that way,
you'll do like I say.

Drop by that overpriced coffee shop
tomorrow afternoon...

...and we'll talk about your future.

Nice catch.

So he just dropped the generator
right on top of you?

How did he know it wouldn't kill you?

He saw me stop the bus last night.

Maybe we should call the police.

He is the police. I saw his badge.

Metropolis P.D.

Dad.

I didn't mean for this to happen.

Clark, you didn't do
anything wrong, okay?

He told me to meet him
at the Beanery tomorrow.

I don't want you going
anywhere near this guy.

I'll talk to him,
and I'll find out what he wants.

Until then...

Until then, you live your life,
you see your friends.

Now, we're not gonna let
this thing change us.

You look like you're carrying
the weight of the world.

I'm sorry if I surprised you,
but there's really nowhere to knock.

It's okay. Thanks again for last night.

Your first visit to Metropolis, and you're
involved in a police investigation?

That has to be some kind of record.

- How'd you know about that?
- The detective came to see me first.

What'd he tell you?

Not much.

Maybe that's what's bothering me.

What do you mean?

Metropolis Police don't send detectives
to investigate traffic accidents.

So I made a call. Turns out the official
investigation is already closed.

Clark, you really don't want
Sam Phelan in your life.

You know him.

Unfortunately.

I had my share of legal problems
while I was in Metropolis.

- Serious?
- Expensive.

Phelan was the kind of officer
my father felt we could turn to for help.

He's a dirty cop.

He'll do whatever it takes
to get the job done.

Plant evidence. Falsify reports.
Anything is fair game.

And if he's got something on you,
Clark, he'll use it.

He just wanted to talk.

Then you've got nothing to worry about.

Hey, Mr. Kent.

Mr. Kent?

Sam Phelan, Metropolis P.D.

I figured you'd be the one to show.

- What do you want?
- We're both rational adults.

- Let's sit down, talk...
- I don't think a rational adult...

...drops a generator on top
of a teenage boy, do you?

Well, we both know
it wouldn't hurt him.

All right, what do you want?

I just want Clark's help.

With what?

Look around you, Mr. Kent.
You know what you see?

The veneer of safety. Now, people
like me are sworn to protect that.

I'm the guy standing between criminals
and respectable citizens like yourself.

Now, Clark has a gift...

...and I would like to use his talents
to further my cause.

I will not let you exploit my son.

I've spent the morning going
through the local police files.

Clark's name comes up quite a bit.

Clark has never been in trouble
a day in his life.

No arrests, but he's been
around a lot of crime scenes.

Now, maybe that's coincidence...

...or maybe it's just his natural instinct
to get involved.

Okay, I will give you whatever you want.
You just stay away from my family.

I want your son.

No.

I'll be in touch.

Of course, if you don't agree,
I will tell the world what I know.

Best case, Clark's under a microscope.
Worst case, he's a freak in a jar.

Either way, his normal life is over.

Do not push me!

Easy there, Mr. Kent.

We were just talking.

You know, if I were you,
I'd learn to keep that temper in check.

It could get you in a lot of trouble.

Hey, Clark, you okay?

Fine, just doing a little research.

Have you heard about
Lana's meeting with Kwan?

Chloe, I'm sure it'll work out.

Hey.

- So how'd it go?
- Well, it's interesting.

When can we send out the next issue?

Day after tomorrow.

Cool.

Except...

...Kwan made me the new editor.

Okay, rewind. I need you to say
that last part again.

After I made my case, Kwan said
that if I had that much passion...

...I should be in charge.

I don't believe this!

It's the only way he'd reopen the paper.

So, what? Cheerleading's not enough?

Maybe the editor of a school newspaper
looks better on a college application.

That isn't it! I figured
you could ghost-write...

...until we got you reinstated.
- So then I would work for you.

- The paper would still be yours.
- Wait, wait.

Chloe, think about it. It's not a bad idea.

It figures you'd side with her.

- I'm not taking sides.
- Right.

You're completely objective
in all things Lana.

- Gotta go.
- No, please, Clark, stay!

- Take my desk!
- Chloe...

...this isn't what you think.
- You know what the weirdest part is?

For a millisecond, I almost thought
you were my friend.

Get in, kid.

- What do you want?
- Your father came to see me.

He seemed like a really good man,
always putting his family first.

You know, if I were you,
I'd start thinking like him.

I assume you've had a chance to read
my father's proposal.

I didn't have to.

So you've added mind reading
to your many abilities.

I know why you're here, Victoria.

Sir Harry wants to take over LuthorCorp,
and he needs my shares to do it.

Your father didn't dream up
this little plan, did he?

Do you think if you
take over LuthorCorp...

...Daddy will finally give you
the respect you deserve?

He won't, Victoria.

So, what are you suggesting?

You came to play on
my hatred of my father.

Now I'm going to play on yours.

Why take one company,
when you can take two?

You know they'd probably kill us.

Probably.

But that's what makes
life interesting.

What are we doing here?

You want to know the biggest obstacle
to my job, Clark?

It's not the perps. It's the bureaucracy.

How am I supposed to fight crime
with one hand tied behind my back?

You said we were going after bad guys.

We are. They're called Internal Affairs.

In fact, the head of the IA division...

...lives right up there on the fifth floor.

I'm not gonna hurt anybody!

Relax, you're just gonna help me
retrieve some files.

See, these IA types, they have
a real trust problem.

Well, it turns out the deputy chief keeps
all his most sensitive case files at home.

The man's got a safe, so you find it.
You open it...

...and you bring me whatever's inside.

You do this one thing for me,
and I'll never trouble you again.

I know what you're about, Phelan.
Lex Luthor told me.

Yeah, well, your friend Lex isn't exactly
on the side of the angels.

He's got his secrets, just like you.

It's apartment 517.

Hey, Phelan!

Want your file?

It's all yours.

Did you call them?

You're making a big mistake, kid.

Morning, guys.

What time did you get in last night?
I didn't hear you.

Late.

I was helping Lana at the Torch.

I sort of lost track of time.

Clark, has Phelan tried to contact you?

Dad, don't worry, I think
he's out of our lives forever.

Ethan, Bob...

...what's going on?

We got a warrant.

It's a warrant to search
your property, Jonathan.

A warrant? Come on in.

What for?

We got a tip from Metropolis P.D.

You'd better come
and take a look at this.

Looks like he was shot in the heart.

You wanna explain what a dead body's
doing in your barn?

- I've never seen that man before.
- Ethan, we found this...

...hidden under the seat in the truck.

That is not my gun, and I have
no idea how it got in my truck.

I'm sorry, but we
have to place you under arrest.

Dad.

It's all right.

Call Bill Ross and have him
meet me at the jail.

You're not taking him!

Clark. Clark, I need you to stay here.

And I need you to be strong.

I'll follow in the car.

That's what you get for trying
to be a hero, Clark.

You're a pretty smart boy,
but you forget...

...I've been doing this a long time.

- Who's that man?
- Did you really think...

...that you could double-cross me?
Clark, my job is about scenarios.

You never enter a crack house
with one plan.

You go in with 10.
That's how you survive.

The truth is, kid, you didn't leave me
with a lot of options!

- I want my dad out of jail.
- You complicate my life?

I'm gonna complicate yours!

Call them now and tell them
what you did!

What is it, Clark? You wanna kill me?

You think that's the answer
to your problems?

I want him out!

Well, then, we both want something...

...only you have a lot more to lose.

I don't want any more surprises.

I'm gonna let you think about last night.

Stay close. I'll be in touch.

Clark, what are you doing here?

Hiding out.

I heard about your dad.
I know it isn't true.

Thanks.

How are you doing?

To be honest, I'm in way over my head.

All I wanted to do is help Chloe. Now
I feel like I've screwed up everything.

Guess that's what you get
when you try to be a hero.

I know the feeling.

You ever think your aunt's life would be
simpler if she hadn't adopted you?

Clark, what's going on?

Just seems like all I ever do is
complicate my parents' lives.

You can't blame yourself
for what's happening with your dad.

Every family goes through rough times.

When I was 10,
I tried to run away to Metropolis.

Nell found me at the bus stop.
It was freezing.

As she was driving me home,
I asked her if she regretted adopting me.

She stopped the car.
I remember because it started snowing.

She looked me in the eye.

She said it was the best thing
she had ever done.

She didn't love me any less
because I was adopted...

...but she worried about me more.

I've gotta go.

Don't worry, Clark.

It'll all work out.

Right in here.

Hi, son. Where's your mother?

The police are questioning her.

I lied to you.

- What do you mean?
- I did see Phelan again.

When?

Last night. I went with him
to Metropolis.

I broke into an apartment,
found a safe with confidential files.

Oh, Clark.

I didn't have a choice.

That's what he wanted you to think,
but you always have a choice.

I was protecting you and Mom.

You can not protect your mother and I
by lying to us. Come on!

Dad, there's more.

Phelan came back after you
were arrested.

I got so angry that I grabbed him...

...and for a second, I wanted to...

I wanted to kill him.

But you didn't, right?

Yeah, but I was close.

Believe me, son, I know all there is
to know about losing your temper.

But you can't afford to do it.

This is Phelan's game, and he
will play your fear and your anger.

But you cannot let him get to you.

I don't care. I won't let anybody hurt
you and Mom.

And he knows that.

But once you've crossed that line,
there's no going back.

Clark, I just heard about your dad.
Is he all right?

He's hanging in there.

This is crazy.
Your father didn't kill anyone.

Give me five minutes, I'll get
the 10 best lawyers in the state.

I don't think lawyers are gonna help.

It's Phelan, isn't it?

- What's he got on you, Clark?
- Just stay out of it, all right? Please.

Listen to me.

You may think you know
how Phelan works, but you'd be wrong.

Sounds like you're an expert.

- I understand his world.
- Yeah, he told me you have secrets.

There are parts of my life
I'm not proud of, Clark...

...but I don't want to see you
or your family hurt.

Now, let me help.

You can't, Lex.

I gotta handle this on my own.

You busy, Clark?

- What do you want from me?
- That's complicated.

After last night, I've got
Internal Affairs asking me...

...more questions than I want to answer.

That's your problem!

No, it's our problem.

But our next bit of business
is gonna be our last.

Look, I don't care.
You can tell the whole world about me.

Clark, you may not care about yourself,
but think about your parents.

Now, your father's in jail
on a murder charge.

Whether he beats it or not, he's gonna
lose this farm just paying legal fees.

I can still make all that go away.

So, what's it gonna be?

What are we doing here?

Since I couldn't pick up
my Internal Affairs records...

...I figured it was time to pick up
my retirement package.

The breastplate. You want me
to steal it for you.

I don't give a damn
about the breastplate.

I just want the 10 million dollars
worth of jewels that are on it.

Come on.

So we're just gonna bust in?

Metropolis P.D. Keeps blueprints on
the high-security buildings in the city...

...so I know this place better
than the architect.

The security system all runs
through this junction box.

- Open it up.
- Isn't it alarmed?

They only alarm things they think
somebody could get through.

And, Clark, I'm getting pretty bored
with this.

You want your old life back, you do it.

Camera's are one thing.
What about the guards?

They're about to get real busy.

Yeah, Metropolis Museum? You have
two minutes to leave the building.

There's a bomb outside.

There's a bomb out here!

Cameras are all dead in Luthor Hall.

Kid, show me the magic.

Standing by. Standing by.

We are gonna make a great team.

We'll never be a team.

You might be able to explain the safe,
but your prints are on that breastplate.

You might be strong,
but you're not bulletproof!

What are you?

In there!

Get down! Get down!

Phelan, where's Clark?
I know he came with you.

Just tell me what you had on him.

Go to hell, Luthor.

All the charges have been dropped.

With apologies from the state
and Metropolis Police departments.

Then it's finally over.

Well, this time.

Unfortunately, there's more than
one Phelan out there in the world.

What do we do next time?

I don't know, son.

We'll have to deal with it
when the time comes.

Maybe I should stop using my gifts.
That would solve our problems.

No, it wouldn't, Clark.

Your gifts are who you are.
You can't live in fear.

Although a little caution wouldn't hurt.

Clark, are you sure
nobody saw you last night?

I'm positive, Mom.

Miss Lang, what's this?

- It's a news story.
- It's totally unacceptable.

Why? It covers all of your criteria.

It deals with a student
and a school-sponsored club...

...and there are no mutants in sight.

Did you do this because you thought
I'd reinstate Miss Sullivan?

I did this
because it's the right thing to do.

Chloe was born for this job.

Although I do admire her passion,
her reporting lacks accuracy.

I can work on that.

If you want your job back, Miss Sullivan,
don't print what you can't prove.

- Do we have a deal?
- Yeah. Thank you, Principal Kwan.

Don't thank me. Thank Miss Lang.

Congratulations. You deserve it.

Thanks.

You know, Lana, I'm sorry I flipped out
at you the other day.

I just... You know, the paper's
kind of my identity...

...and it's the only thing
Clark and I do together.

And so when I saw you here...

You thought I was trying
to cut Clark out of your life?

Nobody ever said I was rational.

I want to be friends with you, Chloe...

...but I don't want to stand
between you and Clark.

Oh, no. Don't worry,
there's nothing between us.

We're just good friends.

How about you?

Same thing. We're just friends.

Good. I'm glad we got that
out of the way.

Now, let's see what you've messed up
since I've been gone.

Lex, are you gonna come to bed?

In a minute.

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