|Writer||Holly Henderson & Don Whitehead|
|Broadcast Date||February 5, 2009|
| Previous Episode: Power
Next Episode: Infamous
An explosion at LuthorCorp kills all the board members and injures Oliver, who was there to announce the merger of his company with LuthorCorp. Oliver believes that Lex is responsible for the blast, but Clark and Lana learn that the bomber is Winslow Schott, a toymaker and former Queen Industries employee with a grudge against Oliver.
→ see also Category:Screencaps from episode 8x14
A toymaker is having a conversation with a ventriloquist's dummy about the joy of toys.
Meanwhile at the LuthorCorp Plaza, a meeting of the LuthorCorp Board of Directors is occurring. They are discussing the way Tess Mercer is running the company. Oliver Queen arrives unexpectedly and states that with Tess Mercer's assistance, he has purchased controlling interests in LuthorCorp, to the dismay of the Board. Oliver suddenly spots a Newton's cradle which has begun to swing back and forth and its movement is increasingly rapid. As he dives for cover, he shouts for everyone to get down, and the bomb explodes.
Clark and Lana are in bed discussing how they've always wanted to be together and now they finally can. Clark wants to do romantic things together but Lana asks him to take her patrolling. Chloe arrives and tells them about the explosion and that everyone but Oliver was killed, and he has been hospitalized.
Oliver is in the hospital pondering his situation when Lana and Clark speed into the room and ask what happened. Suspicions arise that Lex was behind the attack, and Clark and Lana promise to investigate.
Clark and Lana arrive at the crime scene and discover kryptonite embedded in a chip made by Queen Industries, Clark is visibly weakened and when Lana handles it the kryptonite loses its power. Lana thinks that Oliver is trying to kill Lex, and Clark agrees that he can't be trusted.
Oliver is in the hospital flirting with his nurse when Chloe Sullivan arrives. Oliver tells her that he suspects Winslow Schott, a former Queen Industries employee, of being behind the bomb: Schott was fired when he became psychotic and Oliver thinks he has now been hired by Lex to kill him. He asks Chloe to track him down because he probably knows Lex's location. Chloe is hesitant and wants to tell Clark, but Oliver tells her not to because Clark won't agree to killing Lex.
Clark arrives to see Oliver on his jet, only to find Chloe, who is searching for clues as to where Winslow may be. Chloe doesn't want to tell Clark where Schott is because Lex knows Clark's weakness and she thinks he will be in danger. They have a tense conversation in which Clark finally gets her to admit that she is helping Ollie track down Lex. Clark wonders if she is helping Oliver kill Lex because he himself won't do it. Chloe doesn't answer and Clark reminds her that he could have killed her when she was infected by Brainiac, in order to save others, but he didn't, and she shouldn't let Oliver have the right either. Chloe relents and shows him what she has found about Winslow.
Clark and Lana are at the farm trying to locate Winslow, but they cannot find him. Lana finds her necklace and Clark puts it back on her. She explains that Dr. Groll told her that she absorbed the kryptonite radiation from the bomb at Luthercorp and knowing Lex created the suit as a weapon, she wonders if he actually created it on the purpose to match and win over Clark. He is quiet since she is wearing the suit now, but Lana is concerned since this means that Lex had plans to kill Clark and he will most likely try again . Winslow is in the hospital delivering "balloons and presents" to Oliver. He chains Oliver to his bed and states that Oliver will pay for the way he treated Schott when he was ill. Oliver tries to sarcastically dismiss him but it doesn't work and Winslow states he is working for Lex for vengeance. He activates a toy monkey which will bang its cymbal 53 times - the same number as the number of patents he registered for Queen Industries - and it will then detonate. Oliver manages to free himself and extort the information from Winslow and he disarms the bomb. He ties Winslow to the hospital bed.
Chloe goes to talk to Oliver but only finds Winslow, being freed by an unsuspecting nurse. Before she can stop him, Winslow pops the balloons he's delivered, filling the room with a gas that knocks Chloe and the nurse unconscious.
Clark picks Chloe up from the hospital and takes her back to the Isis Foundation. She helps him locate Winslow's hiding spot and makes him a device so they can track Lex down as well.
Clark and Lana arrive at the place, an abandoned warehouse filled with toys and a replica city of Metropolis showing the Daily Planet building in ruins. Now knowing that the Planet is the next target, they head there and find a bomb made entirely out of kryptonite on the roof.
Lex watches this and speaks to them, saying that they are the reason he lost everything, Lana has to make a choice between Clark and the people of Metropolis. If Lana absorbs the kryptonite radiation, the city will be saved, but Clark can never come near Lana again. After one last kiss with Clark, Lana absorbs all of the kryptonite radiation and deactivates the bomb.
Clark uses Chloe's GPS device to locate Lex. It takes him to a truck with Lex presumably inside. He declares that Lex will never hurt anyone ever again but as he approaches the truck in a rage, Lana speeds in front of him. As she tells him that killing Lex would cause Clark to lose not just her, but himself as well, Clark looks on in shock as the truck holding Lex explodes.
Chloe reviews security footage of the hospital and sees Oliver leave with Winslow's toy monkey bomb, realizing that Oliver blew up the truck. Oliver arrives and Chloe confronts him, revealing that the remains in the truck were identified as Lex. He responds by telling her he knows she killed Sebastian Kane. Chloe claims Brainiac killed Sebastian Kane, but Oliver presses by asking her if she was truly sorry Lex is dead. Chloe admits that she is not. Oliver asks her not to tell Clark of the true reason why Lex died.
Clark revisits the exploded truck in which Lex died and spreads a handful of ashes.
Oliver contemplates a ripped-up photograph of Lex and holds his kryptonite ring.
Chloe and Lana wordlessly hug in the Talon apartment.
Clark meets Lana in the loft and she explains that Dr. Groll has told her that he is unable to reverse what has happened to her. Clark cannot approach Lana without becoming sick. They talk about their love and their life. She tells him that they both are driven to preserve life, even if they can't do it together. Clark asks her to stay. She says she is not strong enough to be around him but not be with him. Clark suffers through the radiation sickness to reach Lana and share one last kiss. They passionately kiss until he falls to his knees from the pain. Lana, remembering their first conversation in the graveyard, tells him that as long as they keep each other in the heart, they will always be together. Lana leaves in tears after a last "I love you". Clark, in pain from the kryptonite and from Lana's final departure, anser her back in a whisper.
- "Goodnight, Travel Well" - The Killers
- Tom Welling as Clark Kent
- Allison Mack as Chloe Sullivan
- Erica Durance as Lois Lane (credit only)
- Aaron Ashmore as Jimmy Olsen (credit only)
- Cassidy Freeman as Tess Mercer (credit only)
- Sam Witwer as Davis Bloome (credit only)
- Justin Hartley as Oliver Queen
- Lana Lang - Kristin Kreuk
- Lex Luthor - Kevin Miller / Matt Adler (voice)
- Winslow Schott - Chris Gauthier
- Dr. Edward Groll - Bill Mondy (deleted scenes)
- Nurse - Chiara Zanni
- Board of Director #1 - Francis X. McCarthy
- Board of Director #2 - Teryl Rothery
- Board of Director #3 - Ray Galletti
- A requiem is defined as "any musical service, hymn, or dirge for the repose of the dead." It is also defined as the mourning over a tragic loss of something or someone.
- In this episode it relates to the death of Lex Luthor and the metaphorical death of Lana and Clark's relationship.
- Antagonists: Lex Luthor and Winslow Schott
- Lois Lane, Jimmy Olsen, Tess Mercer, and Davis Bloome do not appear in this episode.
- This is the last episode of the series in which Kristen Kreuk appears; Lana Lang would only subsequently appear in occasional photographs and archive footage for the remainder of the series' run.
- The Toyman planted his bomb in a Newton's cradle in the opening scene.
- In the episode, Lex Luthor is presumed dead; evidenced by the fact of his remains being identified in the wreckage of his tractor trailer van and signet ring. It is of note this is a similar scenario that was depicted in Phantom when Lana Lang's remains were identified in Lana's bombed SUV and Lex Luthor was arrested for her murder. In reality, Lana Lang framed Lex by substituting a clone of herself, Model 503, created by Lex Luthor's Project Ares without his knowledge. Then she blew up the SUV, faking her death.
- Within the Smallville continuity, this episode brings Clark and Lana's relationship full circle. In Pilot, Clark could not "get within 5 feet of Lana" without the kryptonite necklace debilitating him. In the end, Clark, again, can no longer be anywhere close to Lana without suffering radiation sickness from kryptonite absorbed by the Project Prometheus suit, now permanently infused on her body.
- The toy monkey actually clapped its cymbals 69 times, sixteen times more than when the bomb was supposed to go off (53).
- Clear kryptonite makes its sixth and final appearance of the series in this episode. The other episodes being Visage, Hereafter, Trespass, Bizarro and Instinct.
- When trying to track down Lex's IP address, Chloe mentions that "his IP address is still leaping tall wireless towers in a single bound." This is a direct reference to the original Superman comics where instead of flying, Superman could leap tall skyscrapers in a single bound.
In The Comics
- Winslow Schott is Smallville's version of comics villain "The Toyman."
- Winslow Schott is the ninth DC Comics character introduced in Season 8. The others are Doomsday, the Legion of Super-Heroes, Persuader, Dan Turpin, Emil Hamilton, Bette Sans Souci, Faora and Maxima.
- Toyman is also the 49th DC Comics character adapted into the series overall.
- This episode marks Kristin Kreuk's 150th and final appearance as Lana Lang, joining Tom Welling, Michael Rosenbaum, and Allison Mack as the only four actors to make it to 150 or more episodes.
- When asked if Lex was actually dead, Peterson said "We all know from the mythos that Lex is absolutely not dead." 
- Chris Gauthier also appeared in Season Three's "Delete" as a LuthorCorp technician.
- Ray Galletti was first credited in the part of Steve Lombard, a character from the comics who is a Daily Planet reporter but his role was cut out and he played a LuthorCorp board member instead.
- Oliver mentions Chloe killing Sebastian Kane, which happened in "Identity".
- The board members of LuthorCorp are discussing Tess Mercer's leadership skills since she took over the business in "Odyssey".
- Oliver arrives at LuthorCorp to discuss his controlling share in the business, which was first discussed between Tess and Oliver in Bulletproof, after she discovered Lex had been spying on her.
- Lana mentions saving Dr. Edward Groll's life by stopping Tess' bullet, which happened in "Power".
- Lana finally gets her necklace back. This is continuity in keeping with the flashforward of her wearing it around her neck when she dies in "Hereafter".
- There are three references to "Pilot". Chloe tells Clark that he still thinks Lex is the man he saved on the bridge. Lana references her and Clark's first real conversation in the graveyard, and Clark mentions he fell over whenever he got near Lana wearing her necklace.
- Lana mentions when Clark's ship neutralized the kryptonite in her necklace, which happened in "Visage". She last saw her necklace in "Trespass", but it was last seen on screen in "Instinct".
- In reference to the kryptonite bomb, Clark tells Lana: "It's not the first time it's been used to make a bomb more powerful". In Season Three's Resurrection Garrett Davis held people hostage at a hospital with a kryptonite bomb vest strapped to his chest.
- In one of the last scenes Oliver is seen holding Lex's kryptonite ring. Lex first wore this ring in Season Four's Onyx.
- In another of the last scenes Clark visits the site where Lex's truck blew up. He lifts up a handful of dirt from the wreckage and sprinkles it over the debris. He showed a similar sign of respect for Jonathan in Season Five's Reckoning and Lionel in Season Seven's Descent.
- Lana says the line to Clark, "I love you. More than you'll ever know." She says the same words in the video she left to Clark in Season Seven's "Arctic". Also, this line is similar to what Clark told Lana upon his leaving back in Season Two's "Exodus".
- Lex was last seen in "Bride".
- In "Wrath", after discovering Lana's crusade against Lex, Chloe tells Lana she thinks Lana would one day bring Clark to his knees like Isis did to Ra, although not intentionally, and warned Lana she won't let it happen. Near the end this episode, Lana literally and unintentionally brings Clark to his knees.
- Winslow Schott reappears in the Season Nine episode "Echo" and in the Season Ten episode, "Prophecy".
- Lex reappears in Season Ten's "Lazarus", and he is finally resurrected by Darkseid in "Finale, Part 2".
- In "Absolute Justice, Part 2", Doctor Fate revealed that Lex will somehow one day become Clark's ultimate opponent, but that Clark will triumph over him.
- Lex tells Clark and Lana: "Do you know what people remember about the greatest star-crossed romances? Not how the lovers met, but the way the relationship tragically ended...." One other example would be William Shakespeare's Romeo and Juliet, which ends with the lovers committing suicide.
- Queen Industries jet
- Isis Foundation
- LuthorCorp Plaza
- Talon apartment
- Kent Farm
- Daily Planet rooftop
- Metropolis General Hospital
- Oliver: (to Clark & Lana) Well, if it isn't Metropolis' newest power couple.
- Lana: (laughing) Please tell me that the bed was already wobbly.
- Clark: Lana, it's made of solid oak. What do you say we find out how strong the floor is?
- Oliver: You know, I really don't think that the LuthorCorp board should be lecturing me on ethics, ma'am. After all, you've been using the world as your own personal playground for way too long.
- Schott: I don't need your money anymore, Mr. Queen. I've found someone new to work with... someone who appreciates my genius. None other than Lex Luthor himself.
- Oliver: (nonchalantly) Well, that's impressive. I thought he was dead.
- Oliver: (holding Schott in a headlock as a stuffed monkey bomb ticks) Unlock the other cuff. Come on! 28 and counting, Bobo's not gonna slow down any time soon!
- Clark: I thought Lex was immobilized.
- Chloe: Lex may have been immobilized, but his IP address is still leaping tall wireless towers in a single bound.
- Oliver: You know, if he was gonna come after anyone, Lana, I would assume it would be you. You were the one that really got under his skin. Or should I say, into it?
- Oliver: Lex tried to kill me. You know he's coming after Clark next. Chloe, he knows his secret. Could you honestly live with yourself if you let something happen to Clark?
- Chloe: He knows your weakness. He could kill you.
- Clark: That doesn't mean I'm supposed to kill him first, Chloe. No matter what Oliver said to you, Lex and I are not in a battle to the death.
- Chloe: Open your eyes, Clark! Lex declared war on you years ago! He's known your secret for months. Why have you not done anything yet?
- Clark: I'm focused on the future. On using my abilities to help people. I don't want to live in the past.
- Chloe: But that's exactly what you're doing. You think that Lex is still that same man you saved on the bridge eight years ago? You're not recognizing the monster he's become.
- Lana: I know how much it hurts right now, Clark, but if you go after Lex like this, you will kill him.
- Clark: After what he's done to us, Lana, he needs to be stopped.
- Lana: I promise you, I will help you to punish Lex. But if you kill him, you will lose so much more than just us being together. Clark... you'll lose yourself.
- Clark: You found your necklace.
- Lana: After all the pain it caused you, I'm surprised you still have it.
- Clark: How could I throw away something that means so much? I still remember seeing you wear this in high school. I couldn't get within five feet of you without falling over.
- Lana: Even after your ship got rid of the kryptonite, there always seemed to be something standing in our way.
- Lex: Clark Kent and Lana Lang, welcome to your destiny. You've destroyed me in every way... so now I'm going to take away what matters most to you.
- Lana: Lex.
- Lex: Do you know what people remember about the greatest star-crossed romances? Not how the lovers met, but the way the relationship tragically ended. The skin Lana's wearing was designed to absorb enough meteor rock that you'll never be able to go near her again.
- Clark: You're a coward, Lex. Come out here, face us!
- Lex: No, Clark. It's time for you to face your defining moment. You can walk away, sacrificing innocent lives to stay together, or defuse the bomb...and sacrifice your love forever.
- Lana: I love you. I always will. I know what I need to do with my life now. Life is... so precious. So beautiful. And to be able to protect that, that's an amazing gift. I know you feel the same way.
- Clark: What we have is beautiful.
- Lana: Clark, we made our choice on that roof, and I know we would do it again. Because both of us are driven to do this, even if we can't do it together.
- Clark: Don't leave. Don't leave again, Lana. Even if we can't be together, I want you in my life.
- Lana: That's where you're stronger than me. To see you... on the street every day, and not be able to touch you...
- Clark: Stay.
- Lana: (crying) Don't. Clark, don't.
- Lana: That night, at the cemetery when I introduced you to my mom and dad, you told me that I would never be alone, that my mom would always be watching over me. If we're in each other's hearts, Clark, I will always be with you...no matter what. I love you.
- (Lana leaves, crying)
- Clark: (whispers) I love you.
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