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CHLOE: Previously on Smallville:
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00:00:04,672 --> 00:00:06,503
CLARK: This is because
of Brainiac, isn't it?
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00:00:06,673 --> 00:00:09,198
CHLOE: For once, something
good came from something horrible.
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00:00:09,375 --> 00:00:11,206
I'm choosing to
look at this as a gift.
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00:00:11,810 --> 00:00:13,835
JOR-EL: You have
chosen to defy me.
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This defiance cannot
go without consequence.
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00:00:19,250 --> 00:00:22,981
Since Jor-El created Brainiac, I
think he can cure your infection.
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00:00:23,153 --> 00:00:26,316
I can recreate Jor-El and the
Fortress. I just need that crystal back.
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00:00:27,557 --> 00:00:31,687
After all these years of keeping
a secret, why are you telling me?
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- I feel you were sent to me.
- That's great.
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Clark, you don't get how much of
my life I spend protecting your secret.
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OLIVER: Chloe, we're done here.
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Chloe's knee-deep in these situations
that humans just don't understand.
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As her best friend, make
her stop before she gets hurt.
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Did you help me because of
some personal code of ethics...
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00:00:53,879 --> 00:00:56,507
or was there more
to it than that?
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I think it's best if I don't
see you for a while.
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LOIS: This will do. CLARK: Lois.
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You don't know who you are.
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You arrived as genetic matter containing
our planet's most powerful life forms...
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so that in time, you would evolve to
become Earth's ultimate destroyer.
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[CRASH]
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00:01:19,232 --> 00:01:23,100
Trust me, my son. That which
kills you makes you stronger.
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Breakfast in bed for
my beautiful bride-to-be.
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I even brewed you a special
wedding-day-countdown cup of coffee.
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Two kinds of beans blended
together in a tasty marriage of flavor.
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- Oh, thank you, Jimmy.
- No problem.
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You know, it's one week until
we rendezvous at the altar...
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and we're, uh, still getting RSVPs.
- Heh.
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I bet you anything these slow
responders have never had to tackle...
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00:01:59,867 --> 00:02:01,926
the challenge of a seating chart.
- Hmm.
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One of our invited guests
continues to be conspicuously absent.
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Lana.
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Who?
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[CHUCKLES]
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Uh, longtime friend,
drama with Clark...
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00:02:18,582 --> 00:02:21,574
left town in a hurry, apparently
never to be heard from again.
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Right, Lana.
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I just didn't... I
didn't hear you.
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Are you okay?
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00:02:30,890 --> 00:02:32,824
Yeah. Why?
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You've been kind
of forgetful lately.
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Forget the florist's name one more time,
she's gonna stick us with potted ferns.
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Just distracted.
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00:02:43,636 --> 00:02:46,605
I guess it's a case of the,
uh, pre-wedding jitters.
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00:02:49,241 --> 00:02:54,438
Chloe, the hard
part... it's over.
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00:02:54,611 --> 00:02:57,637
Just think of this wedding
as one big fiesta to us.
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Kind of like the engagement
party, just with more people.
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00:03:02,985 --> 00:03:04,179
Okay?
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How about we
take a little break?
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I thought the point of an engagement
party was to enjoy the party part.
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I just want two
minutes alone with you.
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I've been hugged by
so many people today, I
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feel like I'm engaged
to everyone but you.
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[CHLOE CHUCKLES]
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You're right, the night has gone by faster
than the flash of a camera, hasn't it?
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Well, that's why we
can't miss this dance.
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I love you, Jimmy.
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00:03:55,427 --> 00:03:57,827
Jimmy, what's going on?
This isn't how it happened.
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Jimmy.
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Chloe? Are you okay? You
blanked out for a second.
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You have a headache? Do
you want me to call a doctor?
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Get out of my apartment.
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00:04:37,595 --> 00:04:38,687
Chloe.
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It's me. It's Jimmy.
It's your fiancé.
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I think I'd remember
my own fiancé.
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I've never seen
you before in my life.
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00:05:49,254 --> 00:05:50,312
JIMMY: Code red, C.K.
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00:05:50,855 --> 00:05:52,948
My whole world just fell apart.
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00:05:53,125 --> 00:05:55,320
Jimmy, slow down.
What's going on?
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As Chloe's future husband...
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I thought I could steer her ship through
any storm, in sickness and in health.
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00:06:02,165 --> 00:06:04,224
But I just got hit with
a major bridal wave.
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Wedding's a week away.
She's probably just stressed.
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00:06:06,970 --> 00:06:09,336
Well, yeah, that's
what I thought.
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00:06:09,872 --> 00:06:11,737
But she's been
forgetting things.
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It started out as small stuff.
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00:06:13,709 --> 00:06:17,543
Miss a meeting, a name, a place,
that kind of stuff. But today, she...
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00:06:18,645 --> 00:06:20,840
She didn't even recognize me.
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00:06:21,449 --> 00:06:22,848
She was actually afraid of me.
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00:06:24,917 --> 00:06:26,646
Did you notice any
other symptoms?
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00:06:27,954 --> 00:06:29,421
Other than a selective amnesia?
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00:06:31,089 --> 00:06:33,751
She calmed down as soon as I
showed her a picture of us together...
84
00:06:33,924 --> 00:06:35,915
but I still don't think
she remembers me.
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00:06:36,092 --> 00:06:38,788
Clark, Chloe she, uh...
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00:06:38,963 --> 00:06:43,024
She used to have this medical condition.
It gave her this special ability.
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00:06:43,199 --> 00:06:46,100
You mean her meteor
ability. Healing people.
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00:06:46,436 --> 00:06:49,098
I figured she
would have told you.
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00:06:49,971 --> 00:06:51,939
Do you think it left
her with brain damage?
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00:06:52,106 --> 00:06:53,130
I don't know.
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00:06:53,306 --> 00:06:55,069
This could be any
number of things.
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00:06:55,243 --> 00:06:57,803
Look, we need to
get Chloe to a doctor.
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00:06:58,512 --> 00:07:00,446
Would you talk to her?
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00:07:00,680 --> 00:07:03,342
Her memory may have
left me at the altar...
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00:07:03,684 --> 00:07:05,481
but she might
still remember you.
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00:07:17,327 --> 00:07:20,763
Excuse me. Can you tell me
how to get to the hospital library?
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00:07:20,930 --> 00:07:23,899
- Are you an intern?
- Uh, med student. Met U.
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00:07:24,065 --> 00:07:26,905
Yeah, certainly don't miss those
days. What lucky topic did you take up?
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00:07:27,068 --> 00:07:30,526
Memory loss, synaptic shock.
You know, your basic brain drain.
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00:07:30,704 --> 00:07:32,740
I was trying to find
information online,
101
00:07:32,752 --> 00:07:35,004
but the cutting-edge
research is at Met Gen.
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Yeah. Uh, just down the hall
to the east wing, second floor.
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- Thanks.
- Good luck.
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Hey, I, uh, was actually
thinking about you.
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Davis. You look exhausted. You
pulling more night-after-night shifts?
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These days, it's more like
Night of the Living Dead.
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00:07:51,721 --> 00:07:55,088
Well, careful that the zombies
don't eat your brain for breakfast.
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Save yourself. It's a
little too late for me.
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I was supposed to look
into your past. Davis, I'm...
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00:08:02,299 --> 00:08:04,199
You know, my crystal
ball is just on the fritz.
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I actually was thinking
about it. I'd rather
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00:08:06,453 --> 00:08:08,302
you cancel the whole
seance altogether.
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00:08:08,469 --> 00:08:11,905
I decided to let the
past rest in peace.
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00:08:12,706 --> 00:08:14,606
But there's
something else, Chloe.
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00:08:14,775 --> 00:08:17,335
Something I've been, uh, thinking
about since the day we met.
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I would love to hear what you have to say,
honestly, but now is just not a good time.
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Got it.
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Is everything okay
with you and Jimmy?
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Jimmy?
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Oh, right. Uh, fiancé. Yeah.
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You've been there
for me a lot lately.
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If you ever need anything,
I'm right here for you.
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[CHUCKLES]
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The truth is my brain's just
a little fried, literally. Heh.
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- I'll talk to you later?
- Of course.
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CLARK: Chloe!
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I'm right here, Clark.
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Chloe, hey, I've been
looking all over for you.
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00:09:31,505 --> 00:09:33,598
Look, Jimmy says that
you're forgetting things.
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00:09:33,772 --> 00:09:35,831
This morning, you didn't
even recognize him.
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00:09:37,376 --> 00:09:38,968
Jimmy's overreacting.
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00:09:39,144 --> 00:09:41,738
- So you do know who he is?
- Of course!
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00:09:41,912 --> 00:09:45,439
Jimmy Olsen, reddish hair,
cute smile, photographer.
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Likes to wear bowling shirts.
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00:09:50,453 --> 00:09:52,080
What about fiancé?
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Yeah, right.
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00:09:55,356 --> 00:09:58,553
We begin our lives
together Saturday at 6.
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00:09:59,826 --> 00:10:02,556
Chloe, it sounds like you're
reading this all off a list.
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00:10:02,729 --> 00:10:04,321
Are you sure everything's okay?
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00:10:04,731 --> 00:10:07,165
I'm just distracted, you know?
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00:10:07,334 --> 00:10:10,997
I mean, the last-minute
wedding plans.
142
00:10:12,872 --> 00:10:15,773
Why did you close the
bookcase when I walked in?
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00:10:19,044 --> 00:10:20,705
Research.
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00:10:21,712 --> 00:10:24,442
Client-therapist privilege.
145
00:10:29,285 --> 00:10:30,775
No, Clark.
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00:10:31,420 --> 00:10:34,355
Please, just don't, heh. Okay?
147
00:10:35,857 --> 00:10:38,655
I'm really busy right now. I still
need to pick the place settings.
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00:10:38,826 --> 00:10:41,727
I mean, who knew there
were 90 ways to fold a napkin?
149
00:10:41,895 --> 00:10:43,123
Clark, please...!
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00:10:49,301 --> 00:10:51,292
Okay, I know this
looks a little weird.
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What's going on, Chloe?
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Jimmy's right. I have
been drawing a few blanks.
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A few?
154
00:11:00,477 --> 00:11:04,106
Well, yeah. But I've just been kind of
using this as Chloe Sullivan's crib sheet.
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00:11:04,280 --> 00:11:08,273
And whenever I forget someone,
like, you know, my fiancé...
156
00:11:08,451 --> 00:11:11,011
I come here to remind
myself of how we're connected.
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00:11:11,188 --> 00:11:12,849
Chloe, listen to
what you're saying.
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You had to paste your
entire life on these walls.
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00:11:16,490 --> 00:11:18,890
There's something
seriously wrong with you.
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00:11:20,428 --> 00:11:22,328
I still remember you.
161
00:11:27,100 --> 00:11:29,466
And that's about all I remember.
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00:11:29,936 --> 00:11:32,029
I've forgotten almost
everyone, Clark.
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00:11:32,204 --> 00:11:35,071
And I'm having to fake my
feelings more and more with people.
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00:11:38,909 --> 00:11:43,437
Pretty soon, there isn't
gonna be any "I, Chloe"...
165
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just an I.Q.
166
00:11:46,782 --> 00:11:49,216
We both know what's
happening to you.
167
00:11:54,856 --> 00:11:57,825
I'm being taken
over by Brainiac.
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00:12:23,178 --> 00:12:24,236
[SIGHS]
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00:12:29,552 --> 00:12:32,248
JIMMY: Davis.
- Hey, Jimmy.
170
00:12:36,624 --> 00:12:37,989
Uh, is that your RSVP?
171
00:12:38,158 --> 00:12:41,389
Because there's a little thing called a
stamp. Would have saved you the trip.
172
00:12:41,560 --> 00:12:45,462
Um, look, I'm sorry. I can't stick
around and Chloe's not here, so...
173
00:12:45,631 --> 00:12:47,326
Yeah, I ran into
her in the city.
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00:12:47,497 --> 00:12:50,364
Your name came up and
she acted kind of weird.
175
00:12:50,535 --> 00:12:51,900
Is everything okay?
176
00:12:52,069 --> 00:12:56,665
Yeah, sure. No, it's just a little
temporary detour on our way down the aisle.
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00:12:59,308 --> 00:13:03,972
You really love her, don't you?
178
00:13:04,778 --> 00:13:06,211
Yeah.
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00:13:06,413 --> 00:13:08,176
Like Sinatra said:
180
00:13:08,348 --> 00:13:12,307
She's all I long for All
I worship and adore.
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00:13:13,252 --> 00:13:14,844
You know what I mean?
182
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[SIGHS]
183
00:13:17,123 --> 00:13:18,123
Yeah, I do.
184
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[CHUCKLES]
185
00:13:20,091 --> 00:13:21,388
Yeah, I do.
186
00:13:21,560 --> 00:13:24,051
I'm just sorry that I
won't be able to make it.
187
00:13:24,230 --> 00:13:27,996
Oh, well, you know, unlike
some of my extended family...
188
00:13:28,166 --> 00:13:31,226
I'm not gonna enjoy putting
your reply card on the regrets pile.
189
00:13:32,168 --> 00:13:35,433
Oh, man, I'm sorry that I won't be
there, but, uh, could you do me a favor?
190
00:13:35,605 --> 00:13:38,836
Would you mind just
telling Chloe for me?
191
00:13:39,007 --> 00:13:41,635
Yeah, yeah. No,
that's no problem.
192
00:13:47,814 --> 00:13:49,941
She's an amazing girl.
193
00:13:50,917 --> 00:13:52,316
Take care of her.
194
00:13:55,421 --> 00:13:56,615
[DOOR CLOSES]
195
00:13:56,788 --> 00:13:58,779
That's what I'm trying to do.
196
00:14:02,559 --> 00:14:04,993
CLARK: Brainiac's
always got an objective.
197
00:14:05,162 --> 00:14:08,154
Chloe, do you remember anything from
when you lost your memory of Jimmy?
198
00:14:08,332 --> 00:14:10,323
Every time I try and
think about someone...
199
00:14:10,499 --> 00:14:13,491
it's like this swarm of Kryptonian
symbols I don't understand.
200
00:14:13,668 --> 00:14:16,000
It's like Times Square
times a hundred in my head.
201
00:14:16,172 --> 00:14:18,868
Brainiac is replacing your
memories with Kryptonian data.
202
00:14:19,540 --> 00:14:22,998
Yeah, and this one keeps
repeating itself over and over again.
203
00:14:24,579 --> 00:14:26,945
This is the symbol for doom.
204
00:14:28,748 --> 00:14:30,841
Do you think Brainiac is
sending me a message?
205
00:14:31,451 --> 00:14:34,284
Whatever he's doing,
Chloe, we need to stop it.
206
00:14:34,654 --> 00:14:35,951
Jor-El created Brainiac.
207
00:14:36,120 --> 00:14:38,918
When Kara lost her
memory, Jor-El restored it.
208
00:14:39,591 --> 00:14:43,186
If I take the crystal and rebuild the
Fortress, Jor-El might help you too.
209
00:14:43,362 --> 00:14:46,593
Or he could strip you of your
powers or drop an ice castle on you.
210
00:14:46,763 --> 00:14:48,754
It doesn't matter, Chloe.
211
00:14:48,932 --> 00:14:51,412
- I have to do this.
- And I have to be honest with you, Clark.
212
00:14:51,568 --> 00:14:54,230
This is exactly why I didn't tell
you what was happening with me.
213
00:14:54,403 --> 00:14:58,100
Because I knew that you would just fly
off without thinking of the consequences.
214
00:14:58,407 --> 00:15:02,241
Clark, last time you handled this
crystal, it zapped you to the Phantom Zone.
215
00:15:02,409 --> 00:15:04,604
For all we know, Lex
could have sent this to you.
216
00:15:04,777 --> 00:15:07,644
I mean, he could still be trying to
control you from wherever he is.
217
00:15:07,814 --> 00:15:12,979
Chloe, none of this would have
happened if you hadn't tried to protect me.
218
00:15:13,652 --> 00:15:17,144
Everyone who knows about my secret,
I've watched them either go away or die.
219
00:15:18,254 --> 00:15:22,486
My dad, Pete...
Lana, Lionel, even Lex.
220
00:15:26,229 --> 00:15:28,595
Chloe, I'm not gonna let my
secret destroy your life too.
221
00:15:29,065 --> 00:15:33,024
The night that I saw you catch that car
with your bare hands, it changed my life.
222
00:15:33,202 --> 00:15:34,931
For the better.
223
00:15:35,103 --> 00:15:38,903
Clark, thanks to you, I've actually
made an impact on the world.
224
00:15:39,073 --> 00:15:41,769
I wouldn't trade
that for anything.
225
00:15:48,147 --> 00:15:49,637
Chloe?
226
00:15:56,054 --> 00:15:57,282
Clark, get out of the way.
227
00:16:03,993 --> 00:16:05,585
Oh, my God.
228
00:16:12,232 --> 00:16:13,358
Clark.
229
00:16:13,534 --> 00:16:15,502
CLARK: Chloe.
230
00:16:15,668 --> 00:16:17,329
Chloe, snap out of it.
231
00:16:17,737 --> 00:16:19,261
Chloe.
232
00:16:19,439 --> 00:16:20,497
Chloe, hey!
233
00:16:20,907 --> 00:16:21,907
Chloe.
234
00:16:22,075 --> 00:16:23,133
[CHLOE SIGHS]
235
00:16:23,775 --> 00:16:25,265
Are you okay?
236
00:16:25,444 --> 00:16:29,073
Yeah, my head just feels like a
volleyball at the Summer Olympics.
237
00:16:29,247 --> 00:16:31,272
You blacked out again.
238
00:16:32,351 --> 00:16:34,546
Come on, let's sit down.
239
00:16:37,355 --> 00:16:38,515
You lose another memory?
240
00:16:38,688 --> 00:16:42,283
I think you snapped me out of it
before anything completely disappeared.
241
00:16:42,624 --> 00:16:44,489
I guess the more I
think about someone...
242
00:16:44,660 --> 00:16:47,629
the more my memory gives
them a complete mental makeover.
243
00:16:53,501 --> 00:16:57,369
Before you trailed off, you were talking
about the first time you saw my abilities.
244
00:16:57,870 --> 00:16:58,894
Abilities?
245
00:17:00,873 --> 00:17:04,969
As in your ability to look both
ways before you cross the street?
246
00:17:06,378 --> 00:17:09,279
Clark, all I remember is hiding
behind some construction equipment...
247
00:17:09,446 --> 00:17:12,813
and watching you stand
in the middle of the road.
248
00:17:13,418 --> 00:17:15,545
You don't remember
an out-of-control car?
249
00:17:18,254 --> 00:17:21,189
Were you hit by
a car that night?
250
00:17:24,092 --> 00:17:27,220
Oh, God. I'm starting to
lose things about you too now.
251
00:17:27,395 --> 00:17:29,192
Do you remember the name Kal-El?
252
00:17:33,967 --> 00:17:35,229
Should I?
253
00:17:36,336 --> 00:17:38,201
What about Krypton or Brainiac?
254
00:17:38,572 --> 00:17:41,735
Brainiac. People used to
call me that when I was a kid.
255
00:17:43,909 --> 00:17:45,342
Right?
256
00:17:48,880 --> 00:17:50,939
What? I'm forgetting
something important now.
257
00:17:51,114 --> 00:17:54,481
What don't I
remember? Look, Clark...
258
00:17:56,052 --> 00:17:59,215
this isn't gonna stop.
I'm losing everything.
259
00:18:01,791 --> 00:18:03,884
Chloe, it's gonna be okay.
260
00:18:04,159 --> 00:18:06,855
But I need you to trust me. I
know someone who can help us.
261
00:18:07,027 --> 00:18:09,518
You need to stay here
and relax. I'll go talk to them.
262
00:18:09,696 --> 00:18:12,995
No, Clark. Don't go.
Please, don't leave me.
263
00:18:13,166 --> 00:18:15,430
What if I forget all about
you while you're gone?
264
00:18:17,270 --> 00:18:18,498
[SIGHS]
265
00:18:20,105 --> 00:18:21,572
Here.
266
00:18:28,144 --> 00:18:29,873
Maybe this will help.
267
00:18:35,551 --> 00:18:38,349
I'm not gonna let anything
happen to you, Chloe.
268
00:18:49,229 --> 00:18:50,856
Clark?
269
00:18:52,232 --> 00:18:53,824
[JINGLING]
270
00:18:56,235 --> 00:18:57,827
Clark?
271
00:19:26,594 --> 00:19:27,856
[SIGHS]
272
00:19:33,465 --> 00:19:35,558
[FOOTSTEPS APPROACHING]
273
00:19:35,733 --> 00:19:37,200
Clark?
274
00:19:38,569 --> 00:19:39,831
Hey, Chloe.
275
00:19:40,805 --> 00:19:43,467
It's me. It's Jimmy.
276
00:19:44,774 --> 00:19:48,369
I brought some more pictures
of us, in case you still couldn't...
277
00:19:49,179 --> 00:19:50,806
place my face.
- Hey, Jimmy.
278
00:19:50,981 --> 00:19:53,449
I remember who you are.
279
00:19:53,982 --> 00:19:55,279
[SIGHS]
280
00:19:56,852 --> 00:19:58,479
You recognize me?
281
00:20:00,754 --> 00:20:03,621
Sorry about the attack of
the bridezilla this morning.
282
00:20:08,027 --> 00:20:11,929
Oh, I thought that
I'd really lost you.
283
00:20:27,476 --> 00:20:29,740
You're not feeling
the love, are you?
284
00:20:33,582 --> 00:20:37,245
The truth is I'm not really feeling
much of anything for anyone these days.
285
00:20:37,418 --> 00:20:40,649
It's like a bunch of
random Facebook profiles.
286
00:20:40,987 --> 00:20:45,822
I mean, Clark is one of the few friends
that I actually have memories of still.
287
00:20:46,359 --> 00:20:48,350
I figured you would
have forgot about him...
288
00:20:48,528 --> 00:20:51,929
before you lost all your memories
about the guy you're about to marry.
289
00:20:54,933 --> 00:20:58,198
But the most important thing is
that you don't have total amnesia.
290
00:20:59,402 --> 00:21:00,767
Yet.
291
00:21:00,937 --> 00:21:02,928
Chloe, you need to see a doctor.
292
00:21:03,106 --> 00:21:05,233
I made an appointment
for you this afternoon...
293
00:21:05,408 --> 00:21:07,569
with one of the best
neurologists in Metropolis.
294
00:21:07,742 --> 00:21:10,575
Clark told me to wait here for
him while he went to get help.
295
00:21:10,879 --> 00:21:12,210
No.
296
00:21:12,380 --> 00:21:14,644
No, I don't know why
he left you here alone...
297
00:21:14,816 --> 00:21:16,943
but we're gonna get
you some real help.
298
00:21:19,052 --> 00:21:21,043
He said to trust him.
299
00:21:23,890 --> 00:21:25,448
Pictures.
300
00:21:26,090 --> 00:21:29,150
They can't remind you of
emotions, but they don't lie either.
301
00:21:29,628 --> 00:21:30,652
Look at these.
302
00:21:37,067 --> 00:21:38,091
[SIGHS]
303
00:21:38,902 --> 00:21:42,030
There was a time when you
trusted me enough to marry me.
304
00:21:44,639 --> 00:21:46,630
Please, Chloe.
305
00:21:48,944 --> 00:21:50,878
Trust me now.
306
00:22:08,092 --> 00:22:10,788
JOR-EL: Welcome home, my son.
307
00:22:11,896 --> 00:22:13,420
Home?
308
00:22:14,898 --> 00:22:17,731
I wanted to see
it that way, Jor-EI.
309
00:22:19,502 --> 00:22:23,495
I wanted to learn more about
my family, about my destiny.
310
00:22:23,804 --> 00:22:25,738
And then you tore it all away.
311
00:22:25,906 --> 00:22:29,865
JOR-EL: I programmed the Fortress to
remove your powers and self-destruct...
312
00:22:30,045 --> 00:22:32,639
if you became a
danger to the planet.
313
00:22:33,480 --> 00:22:37,246
When you sent me here, you had no way
of knowing how I would use my abilities.
314
00:22:37,417 --> 00:22:39,282
You trusted me.
315
00:22:39,752 --> 00:22:41,686
When I betrayed that trust...
316
00:22:41,853 --> 00:22:46,290
you were willing to sacrifice
your only son to save this planet.
317
00:22:46,758 --> 00:22:49,818
But now I know what it
truly means to protect people.
318
00:22:49,992 --> 00:22:52,790
Not just my family and friends.
319
00:22:54,332 --> 00:22:57,665
JOR-EL: You've made
great progress, my son.
320
00:22:59,200 --> 00:23:01,532
One thing needs to change.
321
00:23:01,837 --> 00:23:05,898
You call me your son, but
you treat me like your enemy.
322
00:23:07,041 --> 00:23:10,169
I think it's time you stop punishing
me and start trusting me again.
323
00:23:10,345 --> 00:23:12,176
JOR-EL: You've grown up, Kal-El.
324
00:23:12,347 --> 00:23:14,941
Your trials have matured you.
325
00:23:15,113 --> 00:23:17,673
My trials are not over, Jor-EI.
326
00:23:17,850 --> 00:23:20,444
Brainiac was not destroyed.
327
00:23:21,887 --> 00:23:24,947
He managed to infect one of my
friends. Now he's taking her over.
328
00:23:26,390 --> 00:23:27,982
I need your help.
329
00:23:28,159 --> 00:23:32,789
JOR-EL: I can translate the Kryptonian
code corrupting your friend's mind...
330
00:23:32,961 --> 00:23:35,395
back into human memories.
331
00:23:35,564 --> 00:23:40,228
However, the being you call
Brainiac is highly unpredictable.
332
00:23:40,401 --> 00:23:43,632
It poses a tremendous
threat to all of us.
333
00:23:43,838 --> 00:23:47,501
There is no way of knowing
what the outcome will be.
334
00:23:48,240 --> 00:23:51,232
Are you willing
to take that risk?
335
00:24:03,855 --> 00:24:06,119
Got any advice
for an MRI rookie?
336
00:24:06,289 --> 00:24:07,654
I won't take long.
337
00:24:07,825 --> 00:24:11,591
Your best bet, just close your eyes and
think of a place that makes you happy.
338
00:24:17,400 --> 00:24:18,890
All right.
339
00:24:37,515 --> 00:24:41,212
Wow, sweet setup, Clark.
340
00:24:42,252 --> 00:24:46,416
Spend your nights spying on
any unsuspecting neighbors?
341
00:24:46,589 --> 00:24:47,817
No, I like...
342
00:24:48,423 --> 00:24:49,856
looking at the stars.
343
00:24:52,528 --> 00:24:54,860
I guess you truly are
a gentleman farmer.
344
00:24:55,029 --> 00:24:56,029
[CHUCKLES]
345
00:24:56,196 --> 00:24:58,892
Emerson and Thoreau
have nothing on you.
346
00:24:59,934 --> 00:25:03,233
I spend way too much
of my time reading.
347
00:25:04,605 --> 00:25:06,664
Actually, I love reading.
348
00:25:08,442 --> 00:25:10,876
I don't have that much
time to make a lot of friends.
349
00:25:11,043 --> 00:25:13,603
My dad keeps me
pretty busy with chores.
350
00:25:14,045 --> 00:25:17,481
My mom left me when
I was really young.
351
00:25:18,149 --> 00:25:19,810
After that...
352
00:25:20,384 --> 00:25:23,478
I was afraid to make friends...
353
00:25:23,653 --> 00:25:27,384
because I just thought
they'd all end up leaving too.
354
00:25:28,091 --> 00:25:30,582
So I buried my nose in books.
355
00:25:31,627 --> 00:25:35,324
Although, I think I lost one of
my favorites when we moved.
356
00:25:35,496 --> 00:25:38,158
Tales of the Weird
and Unexplained.
357
00:25:39,232 --> 00:25:43,259
Something tells me I won't find much
of the weird or unexplained here...
358
00:25:43,436 --> 00:25:45,597
in Norman Rockwell's
neighborhood.
359
00:25:46,205 --> 00:25:47,866
[WHOOSHING]
360
00:25:48,973 --> 00:25:51,703
Smallville's more
than just dairy cows.
361
00:25:51,875 --> 00:25:54,366
We have a pretty
good public library.
362
00:26:05,788 --> 00:26:07,085
What was that for?
363
00:26:07,256 --> 00:26:11,158
I know you've been
thinking about it all day.
364
00:26:11,326 --> 00:26:16,423
So I figured we'd just get it
out of the way and be friends.
365
00:26:30,508 --> 00:26:32,942
Oh, no. It's happening again.
366
00:26:50,858 --> 00:26:53,326
I have to get you out of here
and into another memory!
367
00:26:54,328 --> 00:26:56,319
[CROWD SHOUTING]
368
00:26:59,799 --> 00:27:01,494
- Dark Thursday. CLARK: Chloe!
369
00:27:02,334 --> 00:27:03,665
Clark.
370
00:27:03,835 --> 00:27:06,303
What's happening? All
the streetlights are out.
371
00:27:07,472 --> 00:27:10,202
Oh, my God. No memory's safe.
372
00:27:13,410 --> 00:27:14,809
Come with me.
373
00:27:21,617 --> 00:27:23,983
I can't lose you, Clark.
374
00:27:27,421 --> 00:27:28,718
Chloe, I'll never leave you.
375
00:27:31,724 --> 00:27:33,157
Clark.
376
00:28:09,823 --> 00:28:11,256
Davis?
377
00:28:11,892 --> 00:28:12,984
Hey, Chloe.
378
00:28:39,113 --> 00:28:40,273
Miss Sullivan, are you okay?
379
00:28:40,448 --> 00:28:41,540
[GROANING]
380
00:28:41,716 --> 00:28:43,196
- What happened?
DOCTOR: I don't know.
381
00:28:43,351 --> 00:28:45,251
Brain waves spiked
as soon as she went in.
382
00:28:45,419 --> 00:28:47,979
- The machine went haywire.
- What's going on? Where am I?
383
00:28:48,154 --> 00:28:50,384
You're in the hospital.
You don't remember?
384
00:28:50,557 --> 00:28:51,819
[MACHINERY BEEPING]
385
00:28:51,991 --> 00:28:54,391
I don't remember
anything but Davis.
386
00:28:54,560 --> 00:28:56,960
I have to find Davis.
387
00:29:06,769 --> 00:29:07,861
Davis.
388
00:29:08,871 --> 00:29:10,805
Hey, Chloe.
389
00:29:10,973 --> 00:29:13,635
Oh, my God. Thank
God I found you.
390
00:29:13,809 --> 00:29:17,245
You might wanna loosen that
up. I don't tie tourniquets this tight.
391
00:29:17,413 --> 00:29:19,278
I'm in trouble, Davis.
I need your help.
392
00:29:20,213 --> 00:29:21,339
- Are you okay?
- No.
393
00:29:21,515 --> 00:29:24,143
I'm nowhere near
okay. I'm completely lost.
394
00:29:24,318 --> 00:29:26,411
I don't know my own zip
code or who my parents are.
395
00:29:26,587 --> 00:29:28,851
I can't remember anything
but my own name and you.
396
00:29:29,021 --> 00:29:31,512
Okay. Just relax and breathe.
397
00:29:31,690 --> 00:29:32,690
[CHLOE GASPING]
398
00:29:32,859 --> 00:29:34,793
- Were you in an accident?
- I don't know.
399
00:29:34,960 --> 00:29:37,895
I don't think so. No.
No, 10 fingers, 10 toes.
400
00:29:38,061 --> 00:29:40,962
And I'm not in any pain. I
just... My memory's MIA.
401
00:29:41,131 --> 00:29:42,598
But how would you know who I am?
402
00:29:42,767 --> 00:29:44,735
I don't know. I just do.
403
00:29:44,901 --> 00:29:48,667
But you're the only one. It's like
you've become my entire world.
404
00:29:49,372 --> 00:29:52,000
Listen, Chloe, we
should call your friends.
405
00:29:52,174 --> 00:29:54,301
No, no, no. I can't
remember any of my friends.
406
00:29:54,475 --> 00:29:57,137
Davis, I don't trust
anyone but you.
407
00:29:57,312 --> 00:30:00,110
I'm so scared. What's
happening to me?
408
00:30:00,280 --> 00:30:04,216
Don't worry, Chloe.
You're safe now.
409
00:30:07,320 --> 00:30:09,151
Thank you.
410
00:30:09,588 --> 00:30:14,287
It's like I said this morning. I will
always, always be there for you.
411
00:30:15,894 --> 00:30:17,384
[SIGHS]
412
00:30:19,863 --> 00:30:21,922
Lawyer? You're not gonna
be hearing from any lawyer.
413
00:30:22,099 --> 00:30:24,465
- You're gonna hear from a law firm.
- Jimmy, where's Chloe?
414
00:30:24,802 --> 00:30:26,667
I took her to Met
General to get an MRI.
415
00:30:26,835 --> 00:30:29,929
The hospital lost her. She ran
away as soon as they pulled her out.
416
00:30:30,105 --> 00:30:31,367
Why did you take her out?
417
00:30:31,540 --> 00:30:35,203
Why did you leave her when her memory
was shedding pounds by the minute, Clark?
418
00:30:35,375 --> 00:30:37,969
I went to go talk to
someone who could help.
419
00:30:38,411 --> 00:30:40,709
Chloe was in no
condition to make the trip.
420
00:30:43,783 --> 00:30:44,943
[SIGHS]
421
00:30:46,451 --> 00:30:49,477
I should never have
let her out of my sight.
422
00:30:50,889 --> 00:30:52,857
You did everything
you could to help her.
423
00:30:53,723 --> 00:30:56,556
Don't beat yourself up over
something you can't control.
424
00:30:57,295 --> 00:30:59,422
She could be wandering
the streets right now...
425
00:30:59,595 --> 00:31:02,564
with no idea who she
is or where she's from.
426
00:31:03,665 --> 00:31:05,360
What if we don't find her?
427
00:31:05,767 --> 00:31:07,962
We will find her, if
we work together.
428
00:31:08,569 --> 00:31:12,528
I need you to call Metropolis PD and
ask for John Jones. He'll get the word out.
429
00:31:12,706 --> 00:31:16,665
In the meantime, I'm gonna go to
Metropolis and start searching the streets.
430
00:31:19,379 --> 00:31:20,744
Right.
431
00:31:21,849 --> 00:31:23,248
Hey, Clark.
432
00:31:27,386 --> 00:31:28,512
Thanks.
433
00:31:34,858 --> 00:31:36,155
I think that they're closed.
434
00:31:37,693 --> 00:31:39,217
Chloe.
435
00:31:40,564 --> 00:31:42,657
You don't recognize me, do you?
436
00:31:43,032 --> 00:31:45,694
It's okay. You live here,
upstairs. It's your apartment.
437
00:31:46,301 --> 00:31:49,702
Why did you bring me here? You
promised me I could stay with you.
438
00:31:49,871 --> 00:31:52,005
It's okay. Clark is one
of your best friends.
439
00:31:52,017 --> 00:31:53,204
But I only remember you.
440
00:31:53,372 --> 00:31:55,499
It's okay, you're
safe. Trust me.
441
00:31:55,676 --> 00:31:57,701
JIMMY: Clark, I
thought that I heard...
442
00:31:58,643 --> 00:31:59,701
Chloe.
443
00:32:02,380 --> 00:32:05,042
- I am so glad to see you.
- I don't know who you are.
444
00:32:05,217 --> 00:32:08,050
- This is Jimmy. He's your fiancé.
- Just stay away from me.
445
00:32:10,954 --> 00:32:13,548
Chloe. What did
you just do to her?
446
00:32:13,724 --> 00:32:16,284
She has full-blown amnesia.
I thought she was gonna run.
447
00:32:16,458 --> 00:32:18,358
I brought a
sedative, just in case.
448
00:32:18,827 --> 00:32:21,387
- Any idea why she remembers you?
- No, but lucky she did.
449
00:32:21,564 --> 00:32:23,828
When she found me, she
was scared out of her mind.
450
00:32:23,998 --> 00:32:27,263
I thought if she saw you, it
would jump-start her memory.
451
00:32:28,903 --> 00:32:30,632
Thank you for bringing her home.
452
00:32:31,106 --> 00:32:34,542
It's no problem. This
is where she belongs.
453
00:32:34,708 --> 00:32:36,198
Looks like she's in good hands.
454
00:32:37,276 --> 00:32:39,244
Call me if you need me.
455
00:32:40,147 --> 00:32:41,876
We need to get her
to Smallville Med.
456
00:32:42,046 --> 00:32:44,310
I'll take her to the car.
Grab some of her stuff.
457
00:32:44,482 --> 00:32:46,450
- I'll meet you out back.
- Yeah.
458
00:33:07,434 --> 00:33:10,403
JOR-EL: Time is of
the essence, Kal-El.
459
00:33:11,271 --> 00:33:14,570
Chloe never would have gotten
hurt if she wasn't trying to protect me.
460
00:33:15,706 --> 00:33:20,609
JOR-EL: I tried to warn you of the
danger in sharing your true identity.
461
00:33:21,412 --> 00:33:23,903
But now that I'm
taking more risks...
462
00:33:26,983 --> 00:33:29,178
it's even more
dangerous for her.
463
00:33:31,354 --> 00:33:34,846
Chloe deserves a life free
from the burden of my secret.
464
00:33:35,958 --> 00:33:40,122
When you restore her memory, I don't want
her to remember anything about Krypton...
465
00:33:40,695 --> 00:33:42,686
or my abilities.
466
00:33:43,097 --> 00:33:46,897
JOR-EL: I know this choice
is not easy for you, my son.
467
00:33:47,800 --> 00:33:50,200
But it will be done.
468
00:33:57,142 --> 00:34:00,543
You've been the best friend
and ally I could have had, Chloe.
469
00:34:02,781 --> 00:34:06,182
The truth is you've saved me more
than I ever could have saved you.
470
00:34:18,925 --> 00:34:23,191
I'm sorry to go back to
hiding the truth from you.
471
00:34:27,566 --> 00:34:32,503
But the best way that I know
to protect you is to let you go.
472
00:35:10,034 --> 00:35:12,229
CHLOE: Jimmy, I'm impressed.
473
00:35:12,403 --> 00:35:15,304
You managed to balance out
singles, couples and families...
474
00:35:15,473 --> 00:35:17,998
while keeping all of the
exes at different tables...
475
00:35:18,174 --> 00:35:20,836
and still keeping the kids
table away from the cake.
476
00:35:21,011 --> 00:35:23,206
You truly are the Zen
master of seating charts.
477
00:35:24,280 --> 00:35:27,181
More the master of musical
chairs. But now that this is over...
478
00:35:27,349 --> 00:35:30,546
I don't wanna see, sit or stand
on another chair for a long while.
479
00:35:30,718 --> 00:35:33,653
Well, then let's just
live on the couch.
480
00:35:37,925 --> 00:35:40,257
- What?
- You're amazing.
481
00:35:40,927 --> 00:35:44,158
You had about the fastest
spontaneous recovery in history.
482
00:35:44,664 --> 00:35:46,996
Yeah, I don't know
exactly what I did.
483
00:35:47,166 --> 00:35:51,796
I mean, one minute, I'm standing in
the Talon, not recognizing you or Clark.
484
00:35:51,970 --> 00:35:54,370
And then suddenly, I feel
a sharp sting of a needle.
485
00:35:54,538 --> 00:35:56,683
Next thing I know, I
wake up in the hospital,
486
00:35:56,695 --> 00:35:58,565
happy to see you
both right by my side.
487
00:35:59,243 --> 00:36:02,542
I wonder if Davis' knockout
punch had anything to do with it.
488
00:36:03,346 --> 00:36:06,543
It definitely was a
miracle, plain and simple.
489
00:36:06,715 --> 00:36:08,376
CHLOE: Clark Kent...
490
00:36:08,550 --> 00:36:11,417
the best-looking
best man in town.
491
00:36:12,520 --> 00:36:15,353
Second only to my
gorgeous groom, of course.
492
00:36:15,522 --> 00:36:19,185
I'm just glad the bride is safe.
Everything's back to the way it used to be.
493
00:36:20,726 --> 00:36:21,852
Oh, wow!
494
00:36:23,462 --> 00:36:27,831
I gotta get to Metropolis to drop off
our check to the florist before they close.
495
00:36:28,366 --> 00:36:30,732
- I'll make a run to the city.
- Are you kidding me?
496
00:36:30,901 --> 00:36:33,597
That's like a two-hour trip,
and you drive like an old lady.
497
00:36:34,669 --> 00:36:38,070
Are you sure you're feeling up to
it? I really don't mind coming along.
498
00:36:38,241 --> 00:36:41,972
I'm perfectly fine stopping and
smelling the roses on my own.
499
00:36:44,547 --> 00:36:48,244
Besides, there's a whole bunch of folding
tables he needs to set up at the farm.
500
00:36:48,416 --> 00:36:52,750
And I, uh, seriously doubt that
Clark can carry all of them by himself.
501
00:37:06,064 --> 00:37:07,258
[SIGHS]
502
00:37:13,136 --> 00:37:14,535
DAVIS: Chloe.
503
00:37:14,704 --> 00:37:16,001
Hey, you.
504
00:37:16,171 --> 00:37:17,536
You sneaking up on me?
505
00:37:17,707 --> 00:37:20,403
Don't have any hypodermic
needles up your sleeves, do you?
506
00:37:20,576 --> 00:37:23,010
Oh, no. Not a needle in sight.
Sorry I had to do that to you.
507
00:37:23,177 --> 00:37:25,941
Are you kidding me? If you
hadn't hit me with your best shot...
508
00:37:26,113 --> 00:37:28,308
I never would have gone
with Clark and Jimmy.
509
00:37:28,482 --> 00:37:32,145
Oh, by the way, I heard you're
not gonna make it to my wedding.
510
00:37:32,319 --> 00:37:36,085
- I'm really gonna miss you being there.
- Chloe, I lied.
511
00:37:36,522 --> 00:37:39,320
They don't need me
at the hospital that day.
512
00:37:39,491 --> 00:37:43,120
Please, tell me that this isn't because
of all the drama I put you through.
513
00:37:43,294 --> 00:37:45,660
- You know that I wasn't in my right mind.
- No, no.
514
00:37:46,264 --> 00:37:48,789
It's not you. You're beautiful.
515
00:37:52,035 --> 00:37:54,833
There's a lot in my life that I
don't understand right now...
516
00:37:55,004 --> 00:38:00,601
but the one thing that I'm
sure of is how I feel about you.
517
00:38:02,878 --> 00:38:06,871
I can't go to your wedding, Chloe, because
I can't watch you marry the wrong man.
518
00:38:07,647 --> 00:38:11,083
Okay, Davis, you need to slow down
and put your ambulance in reverse.
519
00:38:11,251 --> 00:38:14,186
I'll admit that when we first
met, there was an attraction.
520
00:38:14,352 --> 00:38:17,981
I mean, you're kind and
you save people's lives...
521
00:38:18,157 --> 00:38:23,527
and you look great in a uniform,
so of course I'm gonna like you.
522
00:38:23,693 --> 00:38:27,185
- But I love Jimmy.
- Do you? Do you really?
523
00:38:27,697 --> 00:38:30,359
I tried to be the bigger man.
I brought you back to him...
524
00:38:30,534 --> 00:38:33,833
even though all I wanted to
do was take care of you myself.
525
00:38:34,370 --> 00:38:35,894
But then I thought about it.
526
00:38:36,338 --> 00:38:39,501
When you forgot about
everyone else in your life...
527
00:38:39,673 --> 00:38:41,641
who did you come to for help?
528
00:38:41,809 --> 00:38:45,267
Not Jimmy. Not even
your best friend, Clark.
529
00:38:45,447 --> 00:38:47,176
It was me.
530
00:38:49,348 --> 00:38:51,043
You came to me.
531
00:38:51,718 --> 00:38:52,742
Davis, I...
532
00:38:52,919 --> 00:38:55,353
There is some sort of
connection between us, Chloe...
533
00:38:55,521 --> 00:38:57,887
and I know that you feel it too.
534
00:39:07,663 --> 00:39:09,358
Okay, stop. Um...
535
00:39:09,532 --> 00:39:13,161
Davis, this connection,
it was... It was never this.
536
00:39:16,638 --> 00:39:18,606
I understand.
537
00:39:20,774 --> 00:39:22,674
But I am not
ready to let you go.
538
00:39:28,114 --> 00:39:31,572
I will wait for as
long as it takes.
539
00:39:36,855 --> 00:39:38,755
You know where to find me.
540
00:39:52,735 --> 00:39:54,362
Jor-EI.
541
00:39:57,738 --> 00:40:00,434
I've come here to thank
you for what you've done.
542
00:40:02,042 --> 00:40:05,375
Chloe's a lot safer now that she
doesn't remember the truth about me.
543
00:40:06,778 --> 00:40:10,043
I guess I'm just starting to
realize how much I actually lost.
544
00:40:10,216 --> 00:40:11,616
JOR-EL: You made
a difficult choice.
545
00:40:12,984 --> 00:40:15,418
I am proud of you, Kal-El.
546
00:40:16,921 --> 00:40:19,754
But something
else is troubling you.
547
00:40:21,056 --> 00:40:24,514
I know that we defeated Brainiac,
but we may have another problem.
548
00:40:24,694 --> 00:40:26,321
When Chloe was
losing her memory...
549
00:40:26,495 --> 00:40:29,362
she kept seeing the Kryptonian
symbol for doom in her mind.
550
00:40:30,532 --> 00:40:34,935
JOR-EL: The symbol for doom
represents the ultimate destroyer.
551
00:40:35,202 --> 00:40:38,069
A Kryptonian creature
bred for a single purpose...
552
00:40:38,971 --> 00:40:40,336
to kill.
553
00:40:40,506 --> 00:40:43,236
It adapts and
evolves to any attack.
554
00:40:44,310 --> 00:40:46,642
It is virtually unstoppable.
555
00:40:47,578 --> 00:40:51,878
And it appears it's
made its way to Earth.
556
00:40:52,051 --> 00:40:55,680
So Brainiac was trying to contact
this thing using Chloe as a vessel.
557
00:40:56,252 --> 00:41:01,849
JOR-EL: If that is true, then it is
likely the creature will find her soon.
558
00:41:02,024 --> 00:41:03,651
I don't care how powerful it is.
559
00:41:04,960 --> 00:41:07,895
I'll take it on, like I
have everything else.
560
00:41:08,797 --> 00:41:11,595
JOR-EL: I am here
for you as well, my son.
561
00:41:14,734 --> 00:41:16,167
Thank you...
562
00:41:17,204 --> 00:41:18,728
Father.
563
00:41:26,811 --> 00:41:28,369
JOR-EL: My son?
564
00:41:29,479 --> 00:41:31,037
My son?
565
00:41:31,481 --> 00:41:34,746
BRAINIAC: Your
son is destined to fail.
566
00:41:34,917 --> 00:41:37,715
Soon, a new age
will dawn on Earth.
567
00:41:37,887 --> 00:41:40,947
An age of power and strength...
568
00:41:41,123 --> 00:41:44,889
and the fall of the House of El.
569
00:41:47,227 --> 00:41:49,695
Doomsday is coming.