Brainiac begins removing Chloe’s (Allison Mack) memories one by one until the only person she remembers is Davis (Sam Witwer).
Clark (Tom Welling) realizes the only way to stop Brainiac from taking over Chloe’s mind is to rebuild the Fortress and ask Jor-El to heal her.
Erica Durance, Aaron Ashmore, Justin Hartley and Cassidy Freeman also star.
Kevin Fair directed the episode written by Don Whitehead & Holly Henderson
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