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Airdate: May 6, 2003
Written by: Todd Slavkin & Darren Swimmer
Directed by: James Marshall
Transcript by: Kerrplop


An old black and white horror movie is playing in the theater at the Talon. Night. Pete, Clark, Lana, and Chloe are seated in the audience.

Man: (In the movie, to a woman) Now Iím going to knock on the other wall. When you hear me, you knock on this wall.

Pete: What is she, crazy? (Yells at the screen) Hey, get that candle and get your butt out of there!

Clark: I donít think she can hear you, Pete.

Chloe: Guys, hit the mute button okay?

The woman in the movie turns around and there is a scary statue standing behind her. She screams. Lana jumps slightly and grabs onto Clarkís hand. Clark turns to her and she keeps looking at the screen. Chloe notices Lanaís hand on Clarkís. Lana slowly removes it.

CUT TO Lana sweeping the floor of the empty theater after the movie is over. The lights suddenly go out.

Lana: Hello? Whoís there?

The film projector suddenly turns on and we can hear a recording of two little girlsí voices singing Ring Around the Roses.

Girls: ...pocket full of posies. Ashes, ashes. We all fall down.

Lana looks at the screen and sees the two little girls playing. They laugh and wave at the camera. The doors to the theater close loudly behind Lana. She turns around to look and the seats in the theater start to flutter. One of the girls on the screen, EMILY DINSMORE, talks to the camera.

Emily: (On the screen) Would you like an apple? Lana?

Lana looks down and Emily is standing right in front of her, holding a stuffed rabbit.

Emily: Youíre so big.

Lana backs away and starts running to the door. When she gets there Emily is already in the way.

Lana: Aaah!

Emily: Why are you scared?

Lana runs the other way and Emily is already sitting on the stage.

Emily: Do you want to play with me?

Lana runs to the door one more time and runs into Clark.

Clark: Lana, whatís going on?

Lana turns around and looks at the theater. Emily is gone and the movie isnít playing anymore.

Lana: I... I thought I... The lights went out and I guess the movie creeped me out and I just, I thought I saw--

Clark: Thought you saw what?

Lana: (Still out of breath) Nothing.

Clark: Letís get out of the dark.

Clark leads her out of the theater as she continues to look back. She still doesnít see anything.

Clark: (As they go) Are you sure youíre okay?

Inside the theater, Emily is standing in the aisle watching them.

[Opening credits]

Act 1 Scene 1

Lana is sitting on her bed looking at a book of photos. Day.

She is looking at a picture of the two girls from the movie the night before. Emily is suddenly beside her.

Emily: Thatís my favorite dress.

Lana: (Standing up and backing away) Youíre... youíre not real.

Emily: I am too real.

Lana: No, you died.

There is a knock at the door.

Clark: (From outside) Lana? Chloeís dad said you were up here.

Lana goes to answer the door.

Clark: (Seeing the look on her face) Lana, what is it?

Lana looks at the bed and Emily is gone.

Lana: Clark, I... It sounds so ridiculous.

Clark: You can tell me anything, Lana. You know that.

Lana: Clark, do you believe in ghosts?

CUT TO Clark and Lana walking onto a bridge high above a river.

Lana: We used to come out here all the time. Weíd make little boats out of flowers and float them downstream. They always sunk before they got around the bend.

Clark: Is this where she drowned?

Lana: (With tears in her eyes) It was raining, and the bridge was slippery. The next thing I knew...

Clark puts his hand on her shoulder.

Clark: Itís okay.

Lana takes his hand and then turns around to face him.

Lana: The funny thing is, Emily always believed in ghosts. Whenever a candle flickered or a curtain rustled, sheíd insist it was my mom trying to talk to me. As much as I wanted to believe her, I always knew it was make believe. Maybe this is her way of showing me that the dead really can communicate with us.

Clark: If sheís a ghost, why do you think she waited so long to contact you?

Lana: I donít know.

Clark: Thereís got to be a rational explanation for this girl. Have you kept in contact with her parents?

Lana: No, they split up after the accident. I donít know where her mom is, but her dad moved to Grandville.

Clark: Maybe youíre not the only one whoís seen her.

Act 1 Scene 2

A man, MR. DINSMORE, is closing the trunk of his car in front of his house. Day. Lana and Clark drive up and get out of the truck.

Mr. Dinsmore: Didnít you see the No Trespassing signs?

Lana: Mr. Dinsmore, itís--itís me. Lana Lang.

Mr. Dinsmore: (Recognizing her) Well, look at you. All grown up.

Lana: Mr. Dinsmore, this is-- this is gonna sound strange, but I think I saw Emily.

Mr. Dinsmore: What is this, some kind of sick joke?

Lana: I donít mean to upset you. Itís just, Iíve seen her twice.

Clark: We figured if anybody else had seen her, itíd be you.

Mr. Dinsmore: Sure, Iíve seen her. (Clark and Lana look hopeful) Whenever I hear her favorite song or see a young girl jumping rope in the park. Losing a child is something a parent never gets over. Now if youíll excuse me.

He gets in his car and drives away.

Act 1 Scene 3

There are tables covered with wedding cakes in the Luthor mansion. Day. Lex is looking at them. A woman who is obviously a catering director stands near him with her planner and her cell phone in her hands.

Woman: Mr. Luthor, I would think quick decision making would be your forte.

Lex: Thatís why I made the quick decision to put Helen in charge of the wedding.

Woman: Well, I donít see her here, and weíre three weeks away and counting.

Her cell phone rings. She walks away to answer it.

Woman: Hello?

Lionel enters.

Lionel: (Looking at the cakes) Ah, I knew you had your vices, son, but I didnít realize gluttony was one of them.

Lex: Well, I suppose if thereís anyone whoís an authority on the seven deadly sins, itís you, Dad.

Lionel picks up a piece of cake and takes a bite.

Lionel: (With his mouth full) Mmm. Amaretto truffle. Could I have some water, please? The liqueur seems to be overpowering the butter. (A caterer gives him a glass of water) Thank you. (He takes a drink)

Lex: As much as I value your epicurean input, Dad, Iím curious. Why are you in Smallville?

Lionel takes an envelope out of his coat pocket.

Lionel: I wanted to give you my gift in person, since itís obvious by now that I wonít be receiving a wedding invitation.

Lex: You offered the woman I love a hundred thousand dollars to leave me.

Lionel: I did you a favor, Lex. That was the ultimate test of loyalty and she passed with flying colors. You should be thanking me.

Lex: Thanking you?

Lionel: Mm.

Lex: Well, my thank you note must be lost in the mail along with your invitation.

Lionel: (Laughs and holds up the envelope) Go on. Open it.

Lex takes the envelope and opens it.

Lex: A Caribbean honeymoon.

Lionel: Your own private island. Iíll throw in the LuthorCorp jet as well.

Lex: Why?

Lionel: I just want you to be happy, Lex.

Lex looks at him doubtfully.

Act 1 Scene 4

Clark is researching on the computer at the Torch. Day. Chloe enters.

Chloe: Uh, sorry, Clark. When you turned in your press pass you relinquished all of your computer privileges. I donít mean to be hall monitor, but it is school policy.

Clark: Iím trying to help Lana.

Chloe: (Hanging her coat) Of course you are. What are you saving her from today?

Clark: Sheís being haunted by a girl who died six years ago.

Chloe: Okay, Iím piqued. Go on.

Clark: She thinks itís a ghost, but Iím not so sure. Itís not like people havenít come back to life around here.

Chloe: Even though it goes against my natural slant towards all things Wall of Weird, I think thereís another explanation for this. Look, Lanaís been through a lot in her life. Maybe this haunting is a way sheís dealing with it through her subconscious.

Clark: You think sheís seeing things that arenít there?

Chloe: No, I think to her theyíre very real.

Clark: Sheís not crazy.

Chloe: I wasnít saying sheís crazy. All Iím saying is thereís a lot of things about Lana you donít know. I mean you donít hear her crying in her room at three oíclock in the morning. What you see is just a mask.

Clark: Why are you telling me this?

Chloe: Because she talks to you. Now regardless of whatís going on between us, sheís still my friend.

Chloe starts to leave.

Clark: Chloe. (Chloe stops) Thanks.

Chloe: Lock up when youíre done?

She leaves. Clark looks at the computer screen where we see an article from the Smallville Ledger with a picture of Emily. The headline says ďLocal Girl Drowns.Ē

Act 1 Scene 5

Emily is swinging on an old tree swing in a deserted yard. Day.

Emily: (Singing) Ring around the rosies, pockets full of posies. Ashes, ashes. We all fall down.

Mr. Dinsmore walks up to her and kneels down next to her.

Mr. Dinsmore: Sweetheart, Iíve been looking all over for you.

Emily: Everythingís different.

Mr. Dinsmore: What do you mean?

Emily: Where are all the bunnies?

We see a stack of empty rabbit cages.

Mr. Dinsmore: Honey, we can talk about that when we get home, okay?

Emily: This is our home, Daddy.

Mr. Dinsmore: Not anymore, sweetheart. Our homeís in Grandville.

Emily: I donít understand. Lana said I died.

Mr. Dinsmore: Lana doesnít know what sheís talking about.

Emily: Yes, she does. Sheís my best friend.

Mr. Dinsmore: (More urgent) Emily. Get in the car.

He puts out his hand and Emily slaps it away.

Emily: No. (She goes toward the rabbit cages) Iím not going. I donít want to be locked up anymore. I want to be a normal girl. I want to play with Lana!

Mr. Dinsmore: You have to listen to me, Emily. You are never to see Lana Lang again. Do you understand?

Emily: You canít tell me what to do. Iíll do whatever I want!

Mr. Dinsmore reaches for her and she runs away with super speed.

He turns around and looks for her. Suddenly a rusted metal pinwheel comes toward him and stabs him in the stomach. He falls to the ground and we see the point sticking up from his back as he lies there groaning.

Fade to black.

Act 2 Scene 1

Clark and Pete are walking through a cemetery. Day. It is pouring rain.

Pete: Clark, couldnít the bone yard visit have waited till after the rain stopped?

Clark: Itís the only way to disprove the zombie theory.

Pete: Yeah. Well, if this Emily girl really is a ghost I really donít think sheíd appreciate you scoping out her coffin..

Clark finds a headstone that says ďEmily Eve Dinsmore, January 20, 1986 - April 14, 1996. Loving Child, Blessed Angel.Ē

Clark: Pete. Here it is. ďEmily Eve Dinsmore. Loving Child, Blessed Angel.Ē

Clark looks into the ground with his X-ray vision. He sees Emilyís skeleton inside the coffin.

Clark: The body hasnít been touched.

Pete elbows Clark and points into the distance. They see Emily standing there with her stuffed rabbit. She is dripping in the rain. She runs away with super speed.

Pete: Whereíd she g--

Clark steps forward with super speed and we see him in normal speed as everything around him goes into slow motion. The rain drops hang in the air, almost completely still. He watches Emily run away and he runs after her. Time speeds back up to normal and Pete has barely moved.

Pete: (Finishing his sentence) --o? (He realizes that Clark is gone) Clark?

Clark runs after Emily into an open tomb. When he gets there he doesnít see her anywhere, but he notices a small heart-shaped locket on the ground and picks it up.

Act 2 Scene 2

Lana locks the doors at the Talon. Night. Emily suddenly slams her hands against the outside of the glass.

Lana: Aaah!

Emily: Let me in, Lana!

Lana runs away from the door toward the bar. She sees the door to the kitchen swinging shut and she looks around, frightened. Emily is behind her.

Emily: I know why youíre scared of me. I saw my grave. But Iím not dead, Lana.

Lana: Who... who are you?

Emily: Iím Emily, silly.

Lana shakes her head and turns to the bar, but Emily is already in her way.

Lana: What do you want from me?

Emily: My daddy said I canít see you anymore. Did you do something bad?

There is a knock on the door. Itís Clark.

Clark: Lana.

Lana goes to the door and lets him in.

Lana: Sheís here.

Clark comes in, but Emily is already gone.

Clark: Where?

Lana: I swear, Clark, sh-she was right here.

Clark: Lana, itís okay. I believe you. Emilyís not a ghost. I saw her in the graveyard. Thatís where I found this. (He hands her the locket)

Lana: Her father gave it to her Ďcause she wanted a necklace like mine. But it canít be Emily. She couldnít still be 10 years old.

Clark: I donít know who it is, but I think I know sheís able to just appear out of nowhere. I think she moves faster than we can see her.

Lana: How?

Clark: Iím not sure, but hey. At least we know youíre not losing your mind.

Lana: Thanks, Clark.

Act 2 Scene 3

Lionel comes out of a hospital room at Smallville Medical Center. Night. Lex comes around the corner and sees him.

Lex: Back from Metropolis so soon? Awfully long drive for quality healthcare.

Lionel: Youíre tailing me, Lex? I hope not. Itís a bit obsessive, donít you think?

Lex: No, I just heard you were here. I wanted to make sure youíre okay.

Lionel: I came to visit a former employee whoís just been admitted. Unfortunately, heís still unconscious.

Lex: He mustíve been an exceptional worker to merit a visit from the CEO.

Lionel: I like to think that I treat everyone at LuthorCorp as part of the family.

Lionel goes to the elevator and pushes the down button. Lex follows him.

Lex: Well, that would explain the lack of loyalty.

Lionel: Have you become so cynical that you read ill will into my good intentions?

Lex: Iím just wondering why youíre spending so much time in Smallville lately. Thatís all.

Lionel: You may not believe me, Iím sure you wonít, but Iíve always tried to be a good father to you, son. I worry about you, son. These obsessive paranoid tendencies... The danger with indulging them is that you lose perspective and you turn your back on what truly matters.

The elevator opens and Lionel gets on.

Lionel: Lex? Coming?

Lex shakes his head and the door slides shut. He turns to the room Lionel came out of and looks in the window. He goes inside and we see that the patient is Mr. Dinsmore. After looking at him for a moment, Lex turns to leave and sees Emily seated near the door.

Emily: Heís sleeping. I tried to wake him up. He needs to take care of me. I have nowhere to go.

Lex: (Kneeling down) Whatís your name?

Emily: Emily. Heís my daddy.

Lex: I think our daddies are friends. Mine was just in here.

Emily: Heís a bad man.

Lex: Did he do something to your daddy?

Emily: He took the bunnies away.

Lex: What bunnies, Emily?

Emily: The ones in the back yard.

Lex stands up and looks out the window.

Lex: Maybe I should talk to your mommy. Is she here?

He looks back to Emily, but she isnít there anymore. Lex looks around the room.

Act 2 Scene 4

Clark and Lana are looking through Mr. Dinsmoreís house. Night.

Clark: Letís stay close.

They open the door to a small room that looks like a study. They move on down the hall and see a flight of stairs going down. There is a muffled childís voice coming from down the stairs.

Voice: Youíre my best friend. Youíre my best friend.

Clark goes down the stairs and Lana follows him. Outside the door at the bottom they hear the voice my clearly.

Voice: Youíre my best friend.

Clark opens the door and they step in. The room appears to belong to a little girl. There is a bed covered with dolls and stuffed animals. The walls are painted pink and there are shelves full of more toys and dolls. There is a table set up in the middle of the room with teacups on it. Clark sees a film projector and picks up one of the film strips to look at it.

Clark: This must be what you saw at the Talon.

Lana comes over to look. One of the dolls on the bed turns its head and they hear the voice again.

Doll: Youíre my best friend. Youíre my best friend. (Lana picks up the doll) Youíre my best friend.

Lana laughs.

Lana: Who needs human companionship when you can have a Gabby Abby?

She puts the doll down. Then she looks at the table and sees a closed diary. She opens it and the front page says ďThis diary belongs to Emily Dinsmore.Ē

Lana: I remember this. (She flips through the pages) I gave it to Emily for her ninth birthday. The last entry is from the day before she died. (Reading) ďI hope it doesnít rain tomorrow. Lana and I are going to the river. Weíre going to be best friends forever.Ē

Lana turns the page and there is a picture of herself as a little girl with Emily.

Clark keeps looking around and notices the shelves behind him. He looks through them with his X-ray vision and sees a door. While Lana is still looking at the diary, he goes to the shelf and pulls it away from the wall. The door is there with a handle and a keypad.

Clark: Lana.

She gets up and looks at the door. Clark pulls it open and they go inside, finding another flight of stairs going down. They come down into a room that is a sort of laboratory. There are several large glass tubes lying horizontally in the room. The glass is fogged up. Clark walks up to one of them and wipes the fog away and they see Emily inside, unconscious. Lana gasps.

Lana: Oh, my God.

Lana goes to another tube and sees another Emily. Emily suddenly opens her eyes.

Lana: Aaah!

As she screams she backs away quickly and accidentally knocks over a cart holding several containers of green liquid. The containers break and the liquid spills all over the floor. Clark runs over to see what happened, but is weakened as soon as he gets close to the liquid. He turns away, gasping. Lana looks into the tube and Emilyís eyes are still open, but sheís not moving. Then she goes to Clark.

Lana: Clark. Are you okay?

Clark: Yeah, Iím fine. Letís get out of here.

Lana looks back one last time and then they leave.

Fade to black.

Act 3 Scene 1

Jonathan and Martha are talking to Lana and Clark in the Kent kitchen. Night.

Jonathan: I think you did the right thing, calling the police.

Martha: He was trying to clone his daughter?

Clark: He did more than try. We think he succeeded.

Jonathan: Well, whoeverís funding him has sure got a heck of a lot of money.

Clark: Dinsmore even wanted her to have the same memories as Emily. Thatís why he gave her the diary.

Lana: That little girl must be so confused. (She starts to put on her coat) All she wanted was a friend, and I just scared her away. I have to go find her.

Clark: Lana, I donít think thatís a good idea.

Martha: Clarkís right. Until we know more, why donít you stay here?

Lana pauses. Before she can answer there is a knock on the door. Martha looks out the window and mouths the word ďsheriffĒ to Jonathan. She opens the door and Sheriff Adams comes in.

Adams: Mrs. Kent, Mr. Kent.

Jonathan: Hello, Sheriff

Adams: (To Clark) We followed up on your story.

Clark: You found the lab.

Adams: After we got your call, we went and checked it out. David Copperfield mustíve got there first.

Act 3 Scene 2

Clark is back at the Dinsmore house. Night. He goes down the stairs with his flashlight. He looks around and the lab is completely gone, but he continues to look around and he finally finds Emily sitting in a rocking chair, reading her diary.

Emily: (Crying) I saw them.

Clark: The people who took everything away?

Emily: (Shakes her head) The sleeping girls. Why are they like me?

Clark: (Kneels down next to her) Emily--

Emily: My daddy said I canít remember anything because I had an accident.

Clark: You donít remember anything because you didnít write that. A different Emily did.

Emily: Sheís the girl buried in the graveyard, isnít she?

Clark: (Nods) Yeah. This is her story. But you have to write your own.

Emily: Why would my daddy lie to me?

Clark: He probably thought that telling you the truth would make you feel different. But thereís nothing wrong with being different. Iím different too. It doesnít change who we are.

Emily: Yes, it does.

She super speeds away. Clark stands up and shines his flashlight at the door. He sees Lex who is shining his own flashlight back at Clark.

Clark: Lex, what are you doing here?

Lex: I could ask the same of you. I met Emily Dinsmore. You canít blame me for being a little intrigued after I found out she died six years ago.

Clark: So you donít know anything about the lab that was down here? (Lex looks at Clark questioningly) They cloned Emily here. Thatís why your fatherís been refining meteor rocks.

Lex: What are you talking about?

Clark: There were jars of them right where you were standing.

Lex: Before Dinsmore left LuthorCorp, he was, uh, developing a technique to speed up cell growth. He claimed he could incubate a rabbit embryo to adulthood in a matter of days.

Clark: Heís been using the meteor rocks as Miracle-Gro. Thatís why Emily looks like sheís 10 years old already.

Lex: All ethics aside, itís an astonishing accomplishment.

Clark: Yeah, well, tell that to the little girl who doesnít know who she is.

Act 3 Scene 3

Lana is studying at the coffee table in the Kent living room. Day. She hears Emilyís voice very softly.

Emily: Lana? Lana?

It sounds like itís coming from the window. Lana gets up slowly and crosses the room. She pulls the curtain away and the shutter slams against the pain, startling her. She takes a deep breath and goes back to the couch. When she sits down, Emily is next to her.

Emily: I brought you a picture.

Lana jumps slightly and then takes the picture. Itís a drawing.

Lana: Thanks. Emily, I want to talk to you.

Emily: Are you ready to go to the river?

Lana: Not today.

Emily is suddenly on the other side of Lana.

Emily: Donít you want to be my friend anymore?

Lana: Of course I do. But--

Emily: Come to the river. Iíll race you. I want everything to be like before.

Emily super speeds out the door.

Lana: No. Emily, wait!

Lana runs out the door after her.

Act 3 Scene 4

Mr. Dinsmore is conscious in his hospital bed. Day. Lex enters.

Mr. Dinsmore: Youíre here about Emily, arenít you?

Lex: Sheís a remarkable girl.

Mr. Dinsmore: Did he find her?

Lex: Not yet. But knowing my father, he will. You know that Emily will never be safe in his care.

Mr. Dinsmore: I donít have many options.

Lex: Iím offering to protect her. You obviously loved her enough to create her. Donít you want her to have a normal life?

Mr. Dinsmore: Of course I do, but Emilyís accelerated growth caused severe chromosomal damage. She has no conscience. She has no concept of right or wrong. Sheís dangerous.

Act 3 Scene 5

Clark enters his house. Day.

Clark: Lana?

Martha comes down the stairs.

Martha: Clark? Whatís wrong?

Clark: Whereís Lana?

Martha: I thought she was in the living room doing her homework.

They go to the living room and Lana is not there. Clark picks up the picture Emily drew. Itís a picture of two girls at a bridge over a river.

Act 3 Scene 6

Emily and Lana are on the bridge. Day. Emily is skipping around singing.

Emily: ...full of posies. Ashes, ashes...

Lana: Emily, itís too slippery out here.

Emily stops by the edge of the bridge where there is no railing.

Emily: Itís okay, Lana, we wonít get in trouble.

Lana: You donít understand. Weíve already been out here once before.

Emily: Is that why daddyís mad at you?

Lana walks toward her slowly.

Lana: It was raining and I fell into the water and you jumped in after me.

Emily: Because Iím your best friend?

Lana: Yes. And you kept swimming beside me, telling me I could make it, that Iíd be fine. And when I looked back, you were too far away, and the current was too strong.

Emily: Did you save me?

Lana: (Crying) No.

Emily: (Hurt) I thought you were my best friend.

Lana comes toward her and Emily starts to back away.

Lana: If I could go back and change that day, I swear to you I would. I live every day knowing that it should have been me.

She reaches for Emily and Emily super speeds to the other side of the bridge. Lana turns around to face her.

Emily: This time it will be.

Emily drops her bunny and pushes Lana off the bridge. She screams all the way down to the water.

Lana: Aaah!

Lana struggles under the water as the current pulls her down and Emily watches from the bridge. Suddenly Clark super speeds onto the bridge and jumps off right by where Emily is standing, and he swims deep into the water where Lana is now unconscious. He finally spots her and speeds over to her, grabbing her shoulder and swimming back to the surface.

Once there, he lies her out on a large rock.

Clark: Lana? Lana.

He starts to pump her chest and breath into her mouth.

Clark: Come on. Come on. Come on, please.

Lana coughs up some water and wakes up.

Clark: Lana. Lana, itís okay. Itís okay, itís me. Itís all right, youíre okay.

Lana: Clark... hold me.

She puts her arms around his neck and he holds her. He looks up at the bridge and Emily isnít there anymore.

Fade to black.

Act 4 Scene 1

Lionel enters Lexís study where Lex is having a drink. Day.

Lionel: All right, Lex, whatís the crisis? One minute you want nothing to do with me, and then Iím inundated with urgent messages.

Lex: How does it feel to play God, Dad?

Lionel: Oh, if I left in the middle of brunch with the governor to come here and listen--

Lex: I know you reopened Level 3.

Lionel: Ah, the ominous Level 3.

Lex: Instead of abandoning the project like you claimed, you simply dispersed the research into smaller, undetectable labs.

Lionel: How could you buy into such a myth, Lex?

Lex: Your connection with Dinsmore is more than a myth. Youíre genetically engineering human beings.

Lionel: Oh, Lex. Lex... extraterrestrials, secret labs? Itís science fiction, son.

Lionel turns to leave.

Lex: I saw Emily Dinsmore with my own eyes.

Lionel: (Turning back to Lex) If youíd kept your mind on business and not been distracted, you might have noticed that the state has placed the conservatorship of the Kawatche caves under my control, effective today.

Lex: (Nervous) Thatís impossible. I was under contract for a full five years.

Lionel: Yes, thatís what I told the governor. But apparently somehow, heís learned of a series of accidents and several unfortunate deaths that occurred under your watch. Iím sorry, son. Itís just-- Iíve tried to teach you always keep a sharp eye on the ball.

Lionel leaves.

Act 4 Scene 2

Clark runs his hand over a wooden babyís cradle in the living room. Day. Jonathan is with him.

Clark: Smooth as silk. Good job, Dad.

Jonathan: Thanks. You realize, Clark, that this baby is going to be one lucky kid having you as an older brother. I mean that, Clark.

A knock at the door.

Jonathan: Uh, just a-- just a second.

Jonathan covers the cradle with a blanket and Clark answers the door. Itís Lana.

Clark: Lana.

Lana: Hi.

She comes in.

Jonathan: Lana, I heard Sheriff Adams is still looking for Emily, but Iím concerned about you. You doing okay?

Lana: Iím gonna be fine. Just worried about Emily after all sheís been through.

Jonathan: Yeah.

Lana: I hope the police find her soon.

Clark: Iím sure they will.

Lana: (To Jonathan) Do you think I could borrow Clark for a couple of minutes, Mr. Kent?

Jonathan: Yeah, go ahead. I donít see why not.

CUT TO Lana and Clark entering the loft.

Clark: If this is the mysterious Lana, I like it. What is this all about?

Lana: Us, kind of. (They get to the top of the stairs) I just wanted to thank you for yesterday. There were a few minutes there when I really thought I might be losing it. But, um, you never doubted me. Not for a second. You always believe in me. Thanks a lot.

Clark: Lana, what is this all about?

Lana: Itís just that sometimes I, um... I feel like youíve created this perfect picture of who I am.

Clark: Thatís what I see.

Lana turns away as her eyes fill with tears.

Lana: This might sound silly... but I have this fear that-- that one day youíll finally get a good look at me and... Iím going to disappoint you. That youíll see that Iím not as strong or as good as you think I am. And Iím afraid that itíll change the way you feel about me.

Clark steps closer to her.

Clark: Nothing could ever do that.

Lana looks up into his eyes for a moment and then walks closer to him. She reaches out and takes his hands in hers.

Lana: (Whispered) Maybe itís me that needs to start believing in you.

They hold eye contact for a long moment and Lana smiles softly.

Act 4 Scene 3

Lionel is standing outside a window looking into Emilyís room. Day. He is talking to Mr. Dinsmore who is seated in a wheelchair.

Lionel: Weíll do better next time.

Mr. Dinsmore: I assume this means I can continue the project.

Lionel: I, um, I donít think that would be a wise decision, Pete. Youíve jeopardized the research once already.

Mr. Dinsmore: You said you wanted a prototype.

Lionel: Yes, I did. And this phase has brought us closer to our goal. But, um,... I donít want you working on the project any longer. Youíre too emotionally involved.

Mr. Dinsmore: Sheís flawed. But sheís my daughter.

Lionel: No. No, sheís not. Sheís a poor approximation. This specimen is defective.

Mr. Dinsmore: You canít take her away from me.

Emily comes near the window, obviously not aware of Lionel and Mr. Dinsmore watching her.

Mr. Dinsmore: Sheís... my life.

Lionel: Sheís the property of LuthorCorp.

Lionel enters the room with a gift box. He comes to the table where Emily is seated.

Lionel: (Kind) Hello, Emily.

Emily: I donít like you.

Lionel: Oh. You know what I think, Emily? I think... (He takes a chair and sits at the table) I think we just got off on the wrong foot. Look at this.

He opens the box and a live rabbit pokes its head out.

Lionel: You want to hold him Emily? (Emily nods) Go ahead.

Emily picks up the rabbit and Lionel reaches out to stroke its head. Mr. Dinsmore watches with tears in his eyes.

Emily: Where is my daddy?

Lionel: You mustnít worry about him, Emily. (He picks up a cup and saucer) Iím going to take very good care of you. Youíll see.

He sips from the cup.

Lionel: What do you think you should call your rabbit?

Emily: Bunny-Buns.

Lionel: Bunny-Buns. Thatís a beautiful name. (Sips some more tea) Mm. This tea is good. May I have some more?

Emily giggles.

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