Written By: Mark Verheiden
Directed by: Rick Wallace
Original Air Date: April 29, 2003
Clark (Tom Welling) stumbles upon a robbery of a LuthorCorp truck carrying kryptonite and is stunned to realize he can’t stop the thieves because they are as strong as he is. To keep Clark from going to the police, the thugs attack Jonathan (John Schneider) and Martha (Annette O’Toole), leaving Clark feeling powerless and desperate for a way to protect his parents.
Zachery Ty Bryan
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as Eric Marsh
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Camille Mitchell
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as Sheriff Nancy Adams
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Eileen Pedde
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as Jennifer Small
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Patrick Cassidy
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as Henry Small
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“Swing, Swing” by The All-American Rejects — Music heard playing when Clark and Pete talk about the individuals he’s met up with who have been affected by exposure to kryptonite.
“Safe Enough To Wake Up” by The Ben Taylor Band — Song heard playing on the radio when Chloe and Lana are in Chloe’s car talking about… Clark. Lana looks out and sees Jennifer Small with another man, which concerns her.
“No Blue Sky” by The Thorns — Heard in the background at the Talon, when Clark and Lana talk. They discuss the Smalls, as well as Chloe and how her feelings need to be considered as well.
“World Outside” by Paloalto — Played during the scene where Jennifer Small confronts Lana about what Lana saw earlier, and tells Lana about her divorce plans. The guy Lana saw was Jennifer’s lawyer.
“Anybody Listening” by Marty Irwin/Peter Northcote — Played during the Talon scene where Lana tells Henry about what Jennifer told her and suggests that she should stay away from him until he, Jennifer, and their family can maybe work things out.
Other songs heard in this episode:
“Gone Away” by Stretch Nickel
Chloe: I’m not. This is about you, and your perennial inability to be there when I need you.
Clark: Whoa, don’t you think you’re being a little harsh?
Chloe: No. I don’t. I’m never a priority in your life. I’m always just your back-up plan, and I’m tired of it.
Pete: [to Clark] Meanwhile, in Lana Land, it looks like your ship has finally come in.
Lana: OK, the only time you’re ever this quiet is when you’re sleeping. What’s up?
Chloe: Clark and I decided to… put our friendship on an indefinite hiatus.
Lana: Mrs. Small… I don’t want to win…
Clark: [to Lana] Because I can’t just sit here and watch Chloe get hurt over and over when I can’t do anything about it.
Lana: Clark, you and Chloe have been friends forever. You can’t just let that go without a fight… At least the Clark Kent I know wouldn’t.
Lana: How are things with Chloe?
Clark: I went to go talk to her, but I think this whole Torch thing put her over the edge. She told me to go away.
Lana: You two will work through this, Clark.
Clark: I hope so. I miss her already.
Lionel: We’re after the same thing, Miss Sullivan–the truth. You know, um, journalists are the midwives of history. Perhaps, with my help, we could, uh…
[hands Chloe his business card]
Lionel: …make history together.
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Quote of the Week:
Chloe: Let’s just say that certain insurmountable forces finally made us raise the white flag.

