Guest Stars: James Marsters [Professor Fine], Johnny Lewis [Gabriel]
Chloe is warned by Gabriel (guest star Johnny Lewis) that he is going to set off a missile and obliterate all of Smallville. Still stripped of his super powers, Clark confronts Gabriel and ends up getting shot. In the hospital, Clark flatlines and his fate is left in Jor-El's hands. Meanwhile, Lex believes Lionel has the key to open the spaceship.
Directed: Whitney Ransick
Written: Brian Peterson & Kelly Souders
"Disappearing World" by David Gray , Life In Slow Motion
"Breathe (2 AM)" by Anna Nalick , Wreck Of The Day
"Collide" by Dishwalla , Dishwalla