1. Previously on "Smallville"...
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2. Jimmy, Chloe,
I can't tell you how happy I am
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3. the two of you
found each other.
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4. Your wedding day's
gonna be perfect.
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5. I'm gonna make sure of it.
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6. I've always felt like there was
this darkness inside me.
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7. Run!
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8. Oliver.
What's wrong?
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9. Lex is alive.
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10. Jimmy!
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11. I've forgotten
almost everyone.
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12. I'm being taken over
by brainiac.
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13. There is some sort
of connection between us,
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14. and I know
that you feel it, too.
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15. Since you don't have
a plus-one tonight,
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16. I'd like you to meet
one of my friends.
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17. Name's Clark Kent.
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18. Trust me — Lois and Clark
would be great together.
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19. No way!
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20. I can't believe it!
Lana, you're back!
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21. Does that mean
you're happy you left?
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22. It was the hardest decision
I have ever had to make.
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23. Ugh!
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24. If we want to fight
for the greater good,
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25. maybe we all have to be
a little more like Clark.
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26. Chloe deserves a life free
from the burden of my secret.
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27. When you restore her memory,
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28. I don't want her
to remember my abilities.
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29. Doomsday is coming.
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30. It's too late.
That thing took Chloe.
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31. Jimmy's in bad shape.
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32. I'm gonna go with him
to star city.
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33. Why do these terrible things
keep happening all around us?
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34. Ugh!
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35. Lana!
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36. I don't know
what more I can do.
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37. I checked
three time zones.
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38. No sign of Chloe
or the creature that took her.
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39. That thing
that did this —
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40. what was it?
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41. Jor-El warned me
about an ultimate destroyer...
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42. From Krypton.
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43. It should have
gone after me, not Chloe.
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44. This was supposed to be
the happiest day of her life.
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45. You should get
some rest.
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46. No, I'm — I'm gonna go
to the isis foundation.
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47. Chloe has files
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48. on just about everything
strange and unexplained.
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49. Let me do it, Lana.
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50. Clark, I can help.
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51. I know I've only been gone
seven months,
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52. but I'm
a different person now.
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53. Chloe needs us.
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54. She needs both of us.
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55. I'll call you
as soon as I find anything.
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56. Hey, who are you?
What are you doing here?
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57. I'll take that.
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58. Let's see
if he's ticklish.
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59. Have a nice trip home,
you hack.
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60. What's going on?
Who are you?
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61. Kal-El, it is an absolute honor
and a privilege.
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62. How do you know
that name?
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63. We are the legion.
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64. We've come
from the 31st century.
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65. Hey, kal,
where's your cape?
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66. Cape?
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67. That ax
could split an atom.
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68. You'll heal,
but not as fast as you'd expect.
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69. He's gonna be fine, imra.
We need to go.
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70. We shouldn't be
attracting attention.
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71. It's a little too late
for that, isn't it?
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72. You said you're from
the 31st century.
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73. Why should I
believe you?
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74. 'Cause we know everything
about you.
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75. You may be known
as Clark Kent now,
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76. but one day
you'll be known as sup—
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77. garth!
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78. It doesn't matter
if you believe us or not.
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79. The less you know,
the better.
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80. There's one thing
we can tell you.
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81. We're your friends.
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82. We're also leaving —
now.
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83. Garth!
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84. No way!
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85. I saw this in the levitz museum
behind visoglass.
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86. Put that back.
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87. Get the magnet
out of your ass, rokk.
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88. I mean, this is —
this is unreal.
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89. You know the code —
don't touch anything.
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90. Why are you here?
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91. We're here
to save you.
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92. And now that you're okay,
we're heading straight back.
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93. Not before you tell me
who that ax-wielding psycho was.
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94. It's against
legion code.
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95. I don't care
about your code!
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96. And I don't care
about your legion!
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97. That's the second attack
I've had in this barn tonight.
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98. My best friend is missing,
and I need to find her.
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99. You know anything,
tell me.
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100. The guy with the ax...
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101. He goes by the name
"persuader."
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102. He's part of the human
supremacist movement.
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103. A group of xenophobes
who'd rather die
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104. than live in peace
with aliens.
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105. And they all...
Pretty much hate you.
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106. They stole
one of our legion rings,
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107. and they broke into the time
institute to come after you.
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108. What does a 31st-century
terrorist want with me?
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109. Kal-El, your...
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110. Your influence will reach
far beyond earth.
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111. It's because of you
that the world learns
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112. to welcome alien immigrants
with open arms.
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113. What do you know
about aliens?
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114. Kal, I may have the smoldering
good looks of a human,
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115. but I'm actually from
a hunk of mud called winath.
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116. Rokk and imra are
from different planets, too.
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117. We've come together,
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118. across the universe,
to form the legion —
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119. to help others,
as you do.
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120. Without you, none of that
would have happened.
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121. And now it's time
for us to say goodbye.
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122. We're not going anywhere.
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123. This was
the phantom zone crystal.
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124. I know my history.
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125. This was
supposed to be used
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126. to extract brainiac
from whoever he possessed.
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127. The persuader didn't come
to kill Kal-El.
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128. He came to make sure
brainiac survives.
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129. Brainiac's gone.
He's been destroyed.
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130. No, he hasn't, kal —
not yet.
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131. Chloe?
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132. Oh, my God.
Are you okay?
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133. I'm just about perfect.
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134. You appear undamaged.
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135. Chloe,
what happened to you?
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136. Chloe Sullivan
ceased to exist
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137. the minute
she entered this fortress.
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138. I'm a brain interactive
construct.
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139. Look at me.
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140. It's me.
It's Davis.
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141. You're not Davis bloome.
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142. You're not even human.
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143. Don't tell me the thought
never crossed your mind.
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144. You were hatched
by Kryptonian geneticists.
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145. Your DNA was designed to adapt
to any world you inhabit.
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146. Now you no longer need
your camouflage abilities.
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147. Those painful transformations
you've been experiencing —
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148. they're the beginning
of your metamorphosis.
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149. This is insane.
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150. No.
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151. It's... Sad,
from a human perspective...
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152. Your naive
romantic attraction
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153. to the human
I chose to inhabit.
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154. Chloe, if you're in there
anywhere,
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155. you know that the feelings
that I have for you are real.
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156. Feelings?
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157. That was just a program
I was running to get you to me.
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158. Your journey's
just beginning.
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159. Now it's time
for you to incubate
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160. in your Kryptonian
chrysalis.
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161. Once you emerge,
there will be no more pain,
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162. no doubt.
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163. Only absolute rage
and unparalleled power.
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164. Stay the hell away.
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165. But you play a vital part
in my directive.
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166. Once I get
everything I need,
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167. you will eradicate
the other Kryptonian
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168. and then
the rest of the planet.
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169. I am not
going to hurt anyone.
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170. You have no free will.
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171. 12 days in the chrysalis,
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172. and you're destined to become
what you really are.
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173. Doomsday.
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174. I think
your timeline's a little off.
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175. Brainiac did infect someone,
but it's already over.
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176. He's been defeated.
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177. I'll admit a lot of history
might be inaccurate,
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178. but today's date — it's been
known for over 1,000 years.
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179. Kal,
I flunked history,
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180. and even I know that today's
the day you destroyed brainiac.
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181. It's no coincidence
the persuader showed up
right when he did.
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182. This girl
you're thinking about...
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183. The one that was
brutally taken away...
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184. Why do you think she has
something to do with brainiac?
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185. I don't know.
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186. You think
she's the host.
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187. If brainiac
is still out there,
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188. then I'll find him,
and I'll stop him.
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189. The three of you
can go home to the future.
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190. Let me handle this.
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191. If brainiac
isn't stopped today,
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192. we won't have a future
to go home to.
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193. Kal, the problem is,
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194. you were supposed to defeat
brainiac using this shield.
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195. Now that
it's been smashed...
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196. The crystal can't be
the only way to stop him.
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197. It's the only way
to destroy him
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198. without killing the human host
in the process.
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199. Kal, I'm sorry, but if you know
who the host is,
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200. you need
to take their life.
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201. There's no other choice.
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202. Who's Chloe Sullivan?
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203. Why did you leave?
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204. I need to do this
my own way — alone.
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205. No one's killing anybody.
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206. What's with
the ground transpo?
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207. We should be having this
conversation up in the sky.
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208. I can't fly.
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209. You can't fly?
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210. Rokk,
what's up with that?
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211. He obviously
hasn't learned yet, garth.
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212. Where were you
running to, kal?
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213. North, to see Jor-El.
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214. Of course —
the fortress.
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215. I think he can help.
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216. You're positive Chloe Sullivan
is brainiac's host?
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217. No, but she was attacked
last year by brainiac.
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218. Her I.Q. Skyrocketed.
Her memories were being erased.
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219. But it stopped.
She was cured.
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220. Kal-El,
I have to tell you —
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221. we've heard
of Lois Lane...
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222. Lana lang...
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223. Even Jimmy Olsen...
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224. But we've never heard a thing
about any Chloe Sullivan.
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225. Then you don't know me
as well as you think.
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226. He name was probably just lost
in the annals of history.
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227. What she's trying to say
is that Chloe Sullivan
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228. probably isn't in
the history books because...
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229. She didn't survive.
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230. Chloe Sullivan doesn't die.
You hear me?
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231. Kal.
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232. Lightning lad.
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233. You might want to take
your a.C. Foot
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234. out of your D.C. mouth
before you short yourself out.
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235. Grife, rokk.
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236. I thought
Kal-El was known
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237. for doing whatever it took
to save the world.
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238. Are you sure
we got the right guy?
It's him.
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239. I don't know —
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240. no glasses, no tights,
no flights?
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241. So far, he's nothing
like the man of steel.
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242. I'm sorry, Lana.
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243. I didn't mean
to scare you.
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244. But I desperately need
your help.
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245. How do you know who I am?
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246. I'm from the future.
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247. Look...
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248. I understand
that this feels real for you.
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249. But we can get you
some help.
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250. You're looking
for Chloe Sullivan.
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251. You're worried
about her.
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252. What do you know
about Chloe?
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253. That she's changed.
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254. She's been taken over
by brainiac.
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255. We'll find Chloe,
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256. and we'll figure out
a way to stop him.
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257. The only way to stop brainiac
now is to kill his host.
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258. I need you to convince Clark
to do that.
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259. That's why I came to you.
He won't listen to us.
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260. I'd never ask Clark
to kill anyone.
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261. Do you understand?
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262. Ever since I was little,
I've read stories about you...
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263. About the hardships
you've overcome
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264. and the incredible things
you'll go on to do.
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265. You're part
of the reason
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266. Kal-El becomes the hero
we look up to.
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267. Lana...
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268. If brainiac survives...
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269. Billions will die.
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270. I came to you because
you understand sacrifice
more than anyone.
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271. You've sacrificed so much
for Clark.
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272. Sacrificing my friend's life
isn't an option.
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273. You still haven't told him
the reasons why you disappeared
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274. and what you plan
on doing next.
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275. You're reading
my thoughts.
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276. If I know you...
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277. You'll eventually realize
that taking Chloe's life
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278. is the only way
to stop brainiac.
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279. Cos, we should be trying to
catch up to Kal-El right now.
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280. Right now, I want to
find out more about
this Chloe Sullivan
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281. so we can track her down.
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282. Whoa. She has a lot of
information about superhumans.
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283. Something called
the isis foundation.
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284. The isis foundation?
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285. Yeah.
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286. Lana lang
founded that organization
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287. to help people
embrace their powers.
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288. If Chloe Sullivan
was involved with them,
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289. maybe she was helping Kal-El
to embrace his abilities.
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290. Or maybe Kal-El wanted Chloe
to go under a different name
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291. when he started flying —
you know, to protect her.
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292. Maybe Chloe's death
is what inspired him
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293. to take flight
in the first place.
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294. Jor-El!
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295. Your father is gone.
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296. And all the knowledge
this fortress ever held
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297. finally belongs to me.
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298. Leave Chloe alone.
You have what you want.
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299. My hunger's
never satisfied.
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300. Knowledge
is what fuels me.
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301. And as savage
as human beings are,
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302. their collective knowledge
is exceptionally rich.
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303. Nothing about you
is human.
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304. And never will be.
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305. After I've drained this planet
of all the human information,
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306. doomsday will annihilate
what's left.
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307. Doomsday.
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308. It's a simple plan,
actually.
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309. Absorb and destroy.
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310. You brought that thing
here.
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311. Go on.
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312. Kill me.
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313. I knew you'd never harm me
in this human's skin.
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314. Why do you think
I chose her?
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315. Great.
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316. The air here's worse
than the sulfur pit on tharr.
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317. And they won't be replacing
carbon fuels
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318. for another 20 years.
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319. These people —
we need to protect them.
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320. Without the humans
and their incredible spirit,
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321. Kal-El would have never become
the hero he was.
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322. The world we know
would never exist.
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323. Rokk,
think about it —
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324. everything we know
about Kal-El —
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325. it's all through data files
and holovids.
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326. It's so far
in the past.
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327. Maybe the person
we've always been looking up to
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328. is more legend
than legion.
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329. Look, he might not be everything
we thought he would be,
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330. but he is no fraud.
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331. Rokk, we have to stop
brainiac...
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332. With or without Kal-El.
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333. We're gonna have to kill
Chloe Sullivan ourselves.
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334. Lana.
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335. That creature's
the least of our worries.
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336. Brainiac
is behind everything.
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337. I know. And now
he's taken over Chloe.
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338. I had a visitor. She seemed
to know a lot about all of us.
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339. Imra?
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340. I'm searching
the global power grid
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341. for power surges
anywhere in the world.
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342. Hopefully,
that will lead us to brainiac.
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343. Clark...
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344. That girl said
the only way to stop brainiac
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345. is to kill his host.
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346. What if she's right?
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347. Lana, I have always put
my loved ones before everything.
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348. But this time,
I'm putting Chloe's well-being
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349. before the lives
of billions of people.
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350. I may have been gone
awhile,
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351. but the Clark I know
would never doubt himself.
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352. Lana —
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353. he would never waver.
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354. He would insist
that he could save Chloe's life
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355. and the rest
of the world.
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356. Ugh!
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357. Hey, Matt, what's going on?
Are you okay?
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358. A power surge.
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359. It's showing a voltage
spike somewhere in
downtown Metropolis.
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360. Can you pinpoint
the address?
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361. Looks like it's coming
from the daily planet.
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362. Makes sense —
it is the hub of information.
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363. Lana.
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364. Lana,
can you hear me?
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365. Nice try, telepath.
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366. Your sadism's historic
where I come from.
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367. But so is your defeat.
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368. History's
about to get a rewrite.
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369. Nice sync-up.
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370. For once.
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371. Electromagnetism. That pulse
can crash any computer.
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372. Now we need
to pull the plug.
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373. You okay, im?
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374. I'm fine, aside
from a splitting headache.
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375. I'm picking up
low-level brain activity.
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376. We don't have
much time.
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377. Neither does
the rest of the world.
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378. What's brainiac doing?
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379. Using human brain-wave
entrainment.
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380. He's downloading every last byte
of their knowledge,
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381. one mind at a time.
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382. I'll do it.
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383. No.
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384. When I joined
the legion,
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385. I pledged an oath
to do whatever it took.
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386. And I'm gonna
honor that...
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387. For once.
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388. It's okay, garth.
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389. Give me the knife.
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390. What are you doing?
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391. We powered him down
with an electromagnetic pulse,
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392. but he will be back online
within minutes.
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393. So we need to —
don't touch her.
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394. Kal, whoever your friend was,
she's not there anymore.
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395. Did you power them down,
too?
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396. No, brainiac can take credit
for that.
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397. Kal-El, we need
to shut brainiac down,
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398. and for that,
the host has to die.
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399. Does your legion
have any principles?
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400. You speak of a code,
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401. but if it had anything
to do with me,
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402. rule number one would be
do not kill —
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403. ever!
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404. Kal-El —
if you ever believed
in me —
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405. and even if you don't now —
help me.
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406. There's a human being
inside there.
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407. We need to help her.
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408. And together,
I think we can.
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409. Rokk...
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410. Kal's right.
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411. Chloe's there.
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412. I can hear her.
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413. What are we doing here?
We're running out of time.
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414. Listen,
if brainiac reboots,
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415. I don't want him
near any computer networks.
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416. What do you want us
to do?
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417. Work together —
all of us.
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418. I want to try to connect
with Chloe.
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419. Imra, can you do that?
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420. I'll try.
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421. Between the two of you, I think
we can neutralize brainiac.
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422. An electromagnetic blast
only lasts so long.
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423. But he's a computer.
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424. Whatever microscopic parts
he's made out of,
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425. they're probably metal,
right?
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426. I've never focused my powers
like this before,
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427. but I can try to magnetically
extract the nanites.
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428. I could short-circuit him
with a static attack.
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429. Get ready
for a techno-exorcism.
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430. I've got her.
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431. Kal?
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432. She's asking for you.
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433. Chloe?
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434. Chloe, I'm here.
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435. Chloe, we're gonna try
to get rid of brainiac, okay?
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436. Just hang on.
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437. Brainiac's fighting.
He's coming back online.
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438. Rokk, now!
Copy !req
439. Come on, Chloe.
Hang in there.
Copy !req
440. Chloe?
Copy !req
441. Imra,
can you hear anything?
Copy !req
442. I'm getting something.
Copy !req
443. Chloe.
Copy !req
444. Chloe. Hey.
Copy !req
445. Are you okay?
Copy !req
446. I'm fine.
Copy !req
447. I definitely feel
a whole lot dumber.
Copy !req
448. It's nice to see
the kinder, gentler Chloe.
Copy !req
449. Nothing like having a binary bad
guy cleansed from your system
Copy !req
450. to put a spring
back in your step.
Copy !req
451. But I'll feel even better
Copy !req
452. once I get to star city
to see my husband.
Copy !req
453. I'm gonna relieve Lois
of her nurse's duties.
Copy !req
454. It was nice of Lois
to take care of Jimmy.
Copy !req
455. Though, I think he'd rather have
his temperature taken by you.
Copy !req
456. Yeah.
I'm just glad he's okay.
Copy !req
457. From what I hear,
Copy !req
458. he was lucky to make it
past that creature alive.
Copy !req
459. Whoever
that destroyer was,
Copy !req
460. I haven't seen
a sign of him since.
Copy !req
461. He was definitely linked
to brainiac, though.
Copy !req
462. Well, hopefully, he was powered
down along with brainiac.
Copy !req
463. So, how's your memory?
Copy !req
464. It's fine.
Copy !req
465. Up until
"here comes the bride."
Copy !req
466. Then it's all
a bit of a blur.
Copy !req
467. You don't remember
anything unusual about me?
Copy !req
468. Are we talking
about your secret?
Copy !req
469. Clark, what in the world
would make me forget that?
Copy !req
470. Chloe, you've been through
a lot lately.
Copy !req
471. It would take
a lot more than brainiac
Copy !req
472. to wipe that
from my memory.
Copy !req
473. Thanks
for not giving up on me.
Copy !req
474. I'd never give up
on you, Chloe.
Copy !req
475. You know that.
Copy !req
476. I just hope
that if it turned out
Copy !req
477. that there was
no other choice,
Copy !req
478. you would choose
to do the right thing.
Copy !req
479. What choice
would that be?
Copy !req
480. To do what's best
for the world...
Copy !req
481. And not for me.
Copy !req
482. Know that I'd understand.
Copy !req
483. Well, as long as I'm around,
that's never gonna happen.
Copy !req
484. Oh, hi.
Copy !req
485. Um...
I was looking for Clark.
Copy !req
486. The boys
are out fixing the barn.
Copy !req
487. Thanks.
Copy !req
488. Imra, I understand
that you were only doing
Copy !req
489. what you thought
was best.
Copy !req
490. We were willing
to take the easy way out.
Copy !req
491. But Kal-El —
he never gave up.
Copy !req
492. You know, it's —
Copy !req
493. it's true what history
says about him.
Copy !req
494. He really does bring out
the best in people.
Copy !req
495. You're very lucky.
Copy !req
496. I probably shouldn't be
asking this, but...
Copy !req
497. You're curious
about you and Clark.
Copy !req
498. I couldn't help
but wonder about us,
Copy !req
499. about where we go
from here.
Copy !req
500. Well, that's for you two
to discover yourselves.
Copy !req
501. But I will tell you this,
Lana —
Copy !req
502. you're remembered
for a lot more
Copy !req
503. than just your relationship
with Kal-El.
Copy !req
504. You have a destiny
all your own.
Copy !req
505. But don't worry.
Copy !req
506. Your secret's safe
with me.
Copy !req
507. Holy sprock!
Copy !req
508. I've read about this.
Copy !req
509. You don't read.
I told you about that.
Copy !req
510. It's one of the artifacts
they could never find —
Copy !req
511. the first baseball
you ever hit.
Copy !req
512. It went
clear across Smallville.
Copy !req
513. You're right.
Copy !req
514. My dad spent hours
walking the fields.
Copy !req
515. He finally found it
on the other side of town.
Copy !req
516. Hey, do you think
I could keep this?
Copy !req
517. Like, as a souvenir?
Copy !req
518. Sure.
Could you sign it?
Copy !req
519. Garth,
you're acting like a sub.
Copy !req
520. What?
It's for my sister.
Copy !req
521. Mm-hmm.
Copy !req
522. Thanks.
Copy !req
523. Hey, guys.
Copy !req
524. Looks brand-new.
Copy !req
525. I guess
it's time to go home.
Copy !req
526. You sure you want
to take that with you?
Copy !req
527. I'm sure we'll be able
to reprogram
Copy !req
528. what's left of brainiac
into something useful.
Copy !req
529. Let's hope brainiac 5
is a little more friendly.
Copy !req
530. I'm sorry
I doubted you, kal.
Copy !req
531. You did stop brainiac,
and without taking a life.
Copy !req
532. There's always a way,
rokk.
Copy !req
533. If it ever seems
like there isn't,
Copy !req
534. just remember what
we accomplished here today.
Copy !req
535. Preserve life
at all costs.
Copy !req
536. That will be the number-one rule
in legion code from now on.
Copy !req
537. It truly was an honor.
Copy !req
538. And if you ever want to meet
the rest of the legion,
Copy !req
539. just put this ring on.
Copy !req
540. I've reprogrammed it
for time travel only.
Copy !req
541. No flights.
Copy !req
542. Not yet.
Copy !req
543. So, looks like you're gonna
have to learn to fly
Copy !req
544. without training wheels.
Copy !req
545. Just focus on 3009.
We'll be there to greet you.
Copy !req
546. Thanks.
Copy !req
547. But I think I'll stick closer
to my time zone for a while.
Copy !req
548. We do hope
we see you again.
Copy !req
549. Kal...
Copy !req
550. Be careful
in the days ahead.
Copy !req
551. Long live
the legion.
Copy !req
552. I didn't think
you were much for jewelry.
Copy !req
553. I'm not.
Copy !req
554. It's a going-away gift.
Copy !req
555. It's strange to meet people
Copy !req
556. who know exactly
where you're going,
Copy !req
557. exactly when
you're gonna get there.
Copy !req
558. Well, they don't know
everything.
Copy !req
559. I mean, if they did, Chloe
wouldn't be alive right now.
Copy !req
560. And, unfortunately,
they didn't have what I had —
Copy !req
561. human parents
who taught me
Copy !req
562. more than just
how to use my abilities.
Copy !req
563. They have
a different role model.
Copy !req
564. With everything
I've learned,
Copy !req
565. everything
I've been through,
Copy !req
566. apparently,
I'm just getting started.
Copy !req
567. According to
the legion,
Copy !req
568. I will accomplish things
so legendary,
Copy !req
569. I'll be known
throughout the galaxy.
Copy !req
570. And you're not sure
that you'll be able
to live up to that.
Copy !req
571. Clark...
Copy !req
572. There is no doubt in my mind
that you will.
Copy !req
573. Just do it on your schedule —
not theirs.
Copy !req
574. Well, did they happen
to mention anything
Copy !req
575. about your place
in history?
Copy !req
576. A little.
Copy !req
577. But the way I see it,
it doesn't really matter.
Copy !req
578. Our destiny is not written
in some book in the future.
Copy !req
579. We write it ourselves —
every day.
Copy !req
580. And the question is —
what do we write next?
Copy !req