Two superpowered Kryptonian villains arrive as the town struggles to recover from the meteor shower. Elsewhere, Clark's Fortress of Solitude is created, and Chloe tells Clark that she knows about his abilities.

Clark is shot and Chloe is kidnapped by a computer wiz who has programmed a missile to annihilate Smallville in hopes of ridding the world of the town's "meteor freaks." Elsewhere, Lex questions Lana about the spaceship she saw.