Clark heads to Seattle to stop a Phantom Zone prisoner named Aldar. Aldar is responsible for killing a ship’s entire crew by devouring their bones, leaving nothing but their bloody flesh. In their first encounter, Clark tries to use the crystal that Raya gave him to suck the phantom out of the body he thinks is inhabiting it. He is shocked to learn that Aldar isn’t a phantom, but an actual alien prisoner who escaped in a body. The second time Clark faces Aldar, a martian-like creature shows up and kills Aldar, saving Clark from certain death. Clark is amazed at this creature’s abilities, which are greater than his. After the creature flies off, Clark notices he left a calling card of oreo cookies behind.
In Smallville, a Level 33.1 escapee named Bronson uses his powers to trap Lex in an alternate frequency. Lex can see and hear the outside world, it just can’t see or hear him back. Bronson tries to convince Lana that Level 33.1 exists and Lex does cruel experiments on meteor freaks there. He even brings her to the lab he escaped from, determined to sacrifice his own life to expose the truth if he has to. Much to Bronson’s surprise, the lab is gone. Chloe and Jimmy devise a plan to free Lex from the alternate frequency. In the meantime, Lana discovers that she can still communicate with her boyfriend. She declares her love for him, putting any doubts she had about their relationship behind her. She also reveals to Lex that she is pregnant with their child.
In the end, Chloe and Jimmy’s plan frees Lex, who kills Bronson in a scuffle. Lex allows Lana and Chloe to have free roam of the LuthorCorp floor where Bronson claims Level 33.1 was. Lana trusts Lex’s word that Level 33.1 doesn’t exist. Chloe asks her to keep an open mind, which Lana takes offense to. Lionel Luthor reveals to Lex that he had Level 33.1 moved for Lex’s safety. Father and son reluctantly agree to work together on the project. Lex proposes marriage to Lana.
Starring: Tom Welling (Clark Kent), Kristin Kreuk (Lana Lang), Michael Rosenbaum (Lex Luthor), Erica Durance (Lois Lane), Allison Mack (Chloe Sullivan), John Glover (Lionel Luthor), Annette O'Toole (Martha Kent)
Guest Starring: Aaron Ashmore (Jimmy Olsen), Elias Toufexis (Bronson), Batista (Aldar), Sean Millington (Luthor Security Guard #1), Mike Dopud (George), Carmen Moore (Lead Coroner), Dean Marshall (Seattle Police Officer), Christian Vincent (Luthor Security Guard #2)
Written by James Morris & Shintaro Shimosawa
Directed by James Conway