1. Hello,
son of Jor-El.
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2. Brainiac,
what is this?
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3. The Black Mercy.
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4. A Kryptonian device
that traps your conscious mind
inside of it
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5. allowing me to see and interact
with your memories.
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6. You wanna trap me?
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7. Not quite.
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8. Kandor is falling apart.
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9. The machine that houses
my AI is dying.
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10. If I am to rebuild the Empire,
I'll need a new body.
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11. I am not going
to let you do that.
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12. I'm getting out,
and I'm taking Kara with me.
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13. Oh, Kal-El.
You think you have a choice.
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14. What?
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15. How did I...
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16. You made me lose my robots.
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17. Rejoice,
son of Jor-El!
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18. Your death heralds
the rebirth of Krypton.
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19. Now let's find
your weakness.
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20. So I can kill you.
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21. Who is that?
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22. That is Clark's evil,
malicious, kidnapping—
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23. Hey, Kara.
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24. Jimmy Flamebird!
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25. Uh, what are you doing here?
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26. I stole the ship to find you.
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27. I mean, uh...
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28. Me, Lois, Mallah
and Brain all stole
the ship to find you—
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29. We're here for Clark.
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30. So either you tell us
where he is,
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31. or I will—
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32. Just come on board
and we'll explain.
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33. Jimmy, no.
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34. There is no way I am letting
the alien kidnapper
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35. on this—
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36. Uh...
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37. Hey.
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38. - We never got to say good—
- You have—
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39. No, no, no.
You... You go first.
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40. Uh, it is just good
you are here.
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41. It's good to be here
in space where we are.
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42. Yes.
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43. Where we are...
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44. Oh.
I forgot.
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45. We need to fix, uh, things.
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46. We'll just be
in the lab, uh,
repairing all the things.
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47. Ahem!
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48. Right! Kara,
this is my friend, Lois.
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49. Lois, this is my, uh... Kara.
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50. So...
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51. You're the one
who kidnapped Clark.
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52. You're the one
in Kal-El's memories.
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53. The one who rejected him.
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54. Yes, but I'm here
to make things right.
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55. Where is he? Is he okay?
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56. I brought him to meet Father.
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57. But then something went wrong.
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58. Then I visited the planets
in the Empire,
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59. and they were...
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60. Father must be malfunctioning.
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61. That's why I need your help.
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62. I think Kal-El is in danger.
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63. You put a target on my back!
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64. Oh.
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65. That must have hurt, Kal-El.
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66. Hmm.
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67. Well,
that's disappointing.
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68. She challenged you physically,
but you still overpowered her.
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69. This doesn't help me at all.
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70. Now, this is promising.
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71. One of your
weakest moments
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72. against one
of your strongest foes.
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73. But you still
stopped him, too.
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74. How? Where does
this last-minute strength
come from, Kal-El?
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75. Jimmy Olsen,
Superman's best friend.
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76. Superman has saved this city
over and over again.
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77. It's time for us to save him.
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78. Lois, Jimmy.
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79. Interesting.
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80. Who are they?
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81. No!
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82. Your spacecraft
isn't your enemy.
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83. Why are you doing this?
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84. No.
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85. Wrong question.
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86. Who are you doing this for?
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87. Amusing.
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88. I see.
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89. You're protecting them.
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90. Who are
these people to you, Kal-El?
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91. Kal-El is on Kandor.
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92. Father must cycle
his artificial consciousness
through the power core
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93. and his central mainframe
for maintenance each day.
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94. During that time,
his drones are inoperative.
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95. That's when
we sneak onto the ship.
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96. Brain and I shall stay behind
to make necessary repairs, and,
uh, to add new features to—
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97. Okay, we've been over this.
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98. Only repairs.
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99. We get Clark, we go. That's it.
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100. Of course, mademoiselle.
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101. Jimmy, while you
retrieve Kal-El—
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102. And me.
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103. We're both going.
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104. Fine. While both of you
retrieve Kal-El,
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105. I'll speak with Father.
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106. Something's not right.
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107. I don't know what,
but I will get the truth.
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108. And then what?
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109. You take Kal-El and you leave.
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110. I mean, what happens to you?
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111. I... I have always been
a warrior for the Empire.
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112. What else is there?
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113. There is a whole
universe, Kara.
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114. Stay close.
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115. They're switched off.
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116. Father's maintenance has begun.
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117. I will find and distract Father
in the mainframe.
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118. This is the path
to the observation deck.
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119. That's where
he's keeping Kal-El.
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120. Great. Let's go, Jimmy.
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121. Thanks and good luck...
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122. Kara.
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123. Wait!
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124. I... I wanted to say
that I feel towards you...
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125. Jimmy, I feel...
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126. Admiration for you.
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127. Admiration for you, yes,
as the leader of the planet.
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128. I know you'll succeed
in this mission.
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129. Good luck.
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130. "Leader of the planet"?
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131. Jimmy, what did
you tell her you do?
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132. Oh. Nothing. Whatever.
I'll tell you later.
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133. Okay. Anything you say,
Fearless Leader.
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134. Don't do that.
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135. These two matter.
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136. You're trying to stop me
from seeing them.
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137. No, wait.
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138. I see the anguish in your eyes.
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139. You're not trying
to hide them from me.
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140. You're trying to hide them
from yourself.
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141. That's ridiculous.
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142. You don't understand anything.
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143. But I do, Kal-El.
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144. These people, you protect them.
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145. You love them.
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146. But you fear
they do not love you.
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147. You don't know
what you're talking about.
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148. No?
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149. Then let's test my theory.
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150. Earth is for Earthlings.
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151. Rejection.
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152. He's different.
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153. He is.
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154. Betrayal.
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155. You don't belong
on Earth, Kal-El.
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156. You know it, and they know it.
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157. Jimmy Olsen and Lois Lane,
your so-called friends.
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158. Lois!
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159. Oh,
I understand now.
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160. - What drives you
is also your weakness.
- No!
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161. You strive
to prove yourself to them.
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162. To her.
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163. They are the key
to your undoing.
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164. The love you have
for these people
makes you vulnerable.
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165. No one can
defeat you physically.
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166. But mentally, you are weak.
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167. You're wrong, Brainiac.
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168. Love, friendship, kindness.
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169. That doesn't make me weak.
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170. It makes me who I am.
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171. You deny
what is in your own mind?
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172. Oh, Kal-El.
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173. Let us see what your friends
truly think of you.
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174. Superman used his powers
to save us countless times.
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175. I thought he was a hero.
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176. I was wrong.
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177. Superman's a freak
and he doesn't belong on Earth.
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178. Wow, this is a lot more
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179. falling apart
than I thought it would be.
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180. Look.
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181. There's the observation deck.
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182. Where is he?
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183. He's supposed to be here.
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184. Run!
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185. Father, what are you doing?
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186. It is
not your concern.
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187. It is my concern.
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188. You're malfunctioning, Father.
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189. I... I went to the planets
in the Empire.
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190. They're all destroyed.
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191. And now,
whatever you're doing
with Clark—
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192. His name is Kal-El.
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193. You just keep
disappointing me, Kara.
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194. Each time you failed.
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195. The worlds you found
were lacking, rebellious.
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196. Unfit for anyone,
let alone true Kryptonians.
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197. What are you talking about?
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198. I did everything
you asked, Father.
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199. I am tired
of having this same
conversation, Kara.
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200. "These planets are worthy.
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201. They are beautiful.
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202. They are special."
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203. You refused to destroy them,
even under direct orders.
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204. So I made you comply.
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205. It was you.
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206. You wiped my memories.
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207. You lied to me over and over.
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208. I was molding you
into a true Kryptonian.
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209. It was easy
when you were young.
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210. But the older you grew,
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211. the more you deviated
from what was right.
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212. Fortunately, Kal-El came to us
at the perfect time.
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213. Now I shall use him to build
a better, brighter Krypton,
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214. one that will outlast
all that came before.
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215. No.
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216. I won't let you.
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217. Lois, what are you saying?
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218. We don't need
an outsider's help.
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219. This...
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220. This isn't true.
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221. You're twisting my memories.
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222. I know what's real.
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223. As do I.
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224. We're watching it right now.
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225. This never happened.
Lois wouldn't—
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226. Foolish Kal-El.
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227. Let me show you the truth.
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228. No!
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229. What is this?
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230. You shouldn't be able
to do this.
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231. You don't get to control
what's in my mind.
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232. What are you doing?
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233. Stop!
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234. Lois.
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235. You're amazing.
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236. I love going on adventures
with you, Clark.
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237. Mmm.
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238. This is real.
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239. This is what actually happened,
not your twisted version.
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240. Hmm. Are you sure
about that, Kal-El?
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241. Lois.
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242. It's time
we rid the world of you.
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243. - You don't belong here.
- No.
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244. This isn't how it happened.
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245. It doesn't matter
what you do,
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246. who you save
or how you try to help.
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247. You will never be one of us.
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248. You will never belong here.
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249. We will never accept you.
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250. And Clark,
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251. it does bother me
that you're not human.
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252. No.
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253. No, this didn't happen.
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254. Did it? I...
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255. No, no! It couldn't have.
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256. These are
your memories, Kal-El.
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257. Yes, but you did
something to them.
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258. You must have.
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259. Lois would never
hurt me like this.
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260. Oh?
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261. This won't work, Clark.
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262. We don't work.
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263. Lois, are you...
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264. Are you breaking up with me?
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265. And what about
this one?
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266. Is this memory real, Kal-El?
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267. Yes.
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268. This...
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269. This happened.
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270. Do you finally see?
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271. No one trusts you.
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272. No one wants you.
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273. Not even the woman
you love the most.
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274. You see why
I have to do this?
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275. Stop
fighting me, Kara.
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276. No.
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277. Accept the truth,
Kal-El.
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278. No.
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279. No!
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280. Let him go!
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281. Get out of my head!
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282. Ma, Pa!
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283. I'm... I'm home.
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284. I'm...
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285. I am home.
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286. I'm so sorry, Father.
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287. For what, daughter?
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288. Being weak?
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289. Kara!
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290. Oh, daughter.
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291. You disappoint me.
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292. Clark!
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293. What... What have
you done to him?
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294. There is no more Kal-El.
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295. There is only the Machine
who is Empire.
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296. Leave them alone.
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297. Oh, daughter.
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298. No!
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299. It is the fall of Krypton
all over again.
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300. Kryptonians
aren't born.
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301. They are built.
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302. Genetically engineering
each generation physically
stronger than the last.
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303. I was created to be
the greatest mind of Krypton.
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304. Built to defend and uphold
the ideals of our people.
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305. Then, they grew weak.
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306. But the worst part, Kara?
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307. Their weakness infected me.
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308. Even now, I hesitate
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309. because when I see you,
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310. I see a child in an escape pod
reaching out for me.
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311. I love you, my daughter.
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312. But love must be purged
for the Empire to rise.
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313. No!
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314. You are gonna get out
of my best friend's body
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315. and let all of us go,
right now.
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316. Jimmy.
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317. Foolish human.
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318. You will kill Kara and Kal-El,
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319. while I can move my mind
to whatever vessel I wish.
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320. You are
no longer necessary.
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321. Is everyone okay?
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322. Uh, Monsieur Clark.
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323. He is still, uh...
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324. What do we do now?
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325. I'm going after Clark.
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326. Lois!
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327. Lois? Lois!
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328. Lois!
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