Kara teaches Clark how to fly to help him fight against Brainiac, but Brainiac seems to be a step ahead of them.

Clark searches for Brainiac, who is the only one who can reverse Lana's condition; Chloe accidentally sets off alarms as she hacks into government computers while trying to find info to help Clark; the Department of Security threatens Jimmy with jail time unless he helps them arrest Chloe, while Lex offers to help clear Chloe, but only if Jimmy agrees to be in his debt.