- Clark Kent: I know that we defeated Brainiac, but we may have another problem. When Chloe was losing her memory, she kept seeing the Kryptonian symbol for doom in her mind.
- Jor-El: The symbol for doom represents the ultimate destroyer. A Kryptonian creature bred for a single purpose - to kill. It adapts and evolves to any attack. It is virtually unstoppable. And it appears it's made its way to Earth.
- Clark Kent: So Brainaic was trying to contact this thing using Chloe as a vessel.
- Jor-El: If that is true, then it is likely the creature will find her soon.
- Clark Kent: I don't care how powerful it is. I'll take it on, like I have everything else.
- Jor-El: I am here for you, as well, my son.
- Clark Kent: Thank you... father.
- [Chloe has a flashback to the day she met Clark in middle school. They are up in Clark's loft]
- Young Chloe Sullivan: [about Clark's telescope] Wow, sweet setup, Clark. Spend your night spying on any unsuspecting neighbors?
- Young Clark Kent: No, I like... looking at the stars.
- Young Chloe Sullivan: I guess you truly are a gentleman farmer. Emerson and Thoreau have nothing on you!... I spend way too much of my time reading.
- Young Clark Kent: Actually, I love reading. I don't have that much time to make a lot of friends. My dad keeps me pretty busy with chores.
- Young Chloe Sullivan: My mom left me when I was really young. After that, I was afraid to make friends, because... I just thought they'd all end up leaving too. So I buried my nose in books. Although, I think I lost one of my favorites when we moved. Tales of the Weird and Unexplained. Something tells me I won't find much of the weird or unexplained here in Norman Rockwell's neighborhood.
- [Clark superspeeds away behind Chloe's back, and comes back with the book Chloe mentioned]
- Young Clark Kent: Smallville's more than just dairy cows. We have a pretty good public library.
- [Chloe sees it and smiles, and then she goes over to Clark and gives him a brief kiss]
- Young Clark Kent: What was that for?
- Young Chloe Sullivan: I know you've been thinking about it all day. So I figured we'd just get it out of the way and be friends.
- Clark Kent: You've been the best friend and ally I could have had, Chloe. The truth is you saved me more than I ever could have saved you. I'm sorry to go back to hiding the truth from you. But the best way that I know to protect you is to let you go.
- Clark Kent: Did you lose another memory?
- Chloe Sullivan: I think you snapped me out of it before anything completely disappeared. I guess the more I think about someone, the more my memory gives them a complete mental makeover.
- Clark Kent: Before you trailed off, you were talking about the first time you saw me use my abilities.
- Chloe Sullivan: Abilities? As in your ability to look both ways before you cross the street? Clark, all I remember is hiding behind some construction equipment and watching you stand in the middle of the road.
- Clark Kent: You don't remember an out-of-control car?
- Chloe Sullivan: Where you hit by a car that night? Oh, god. I'm starting to lose things about you, too, now.
- Clark Kent: Do you remember the name Kal-El?
- Chloe Sullivan: [trying to remember] Should I?
- Clark Kent: What about Krypton or Brainiac?
- Chloe Sullivan: Brainiac! People used to call me that when I was a kid. Right?
- [seeing his face fall]
- Chloe Sullivan: What? I'm forgetting something important now. What don't I remember? Look, Clark... this isn't gonna stop. I'm losing everything.
- Clark Kent: Chloe, it's gonna be okay. But I need you to trust me. I know someone who can help us, but you need to stay here and relax and I'll go talk to them.
- Chloe Sullivan: No, Clark, don't go. Please, don't leave me. What if I forget all about you while you're gone?
- Clark Kent: [finding and giving her an old yearbook, showing her a picture of them together] Here. Maybe this will help. I'm not gonna let anything happen to you, Chloe.
- Brainiac: [to Jor-El] Your son is destined to fail. Soon, a new age will dawn on Earth - an age of power and strength and the fall of the House of El. Doomsday is coming.
- Jor-El: Welcome home, my son.
- Clark Kent: Home? I wanted to see it that way, Jor-El. I wanted to learn more about my family, about my destiny. And then you tore it all away.
- Jor-El: I programmed the fortress to remove your powers and self-destruct if you became a danger to the planet.
- Clark Kent: When you sent me here, you had no way of knowing how I would use my abilities. You trusted me. When I betrayed that trust, you were willing to sacrifice your only son to save this planet. But now I know what it truly means to protect people, not just my family and friends.
- Jor-El: You've made great progress, my son.
- Clark Kent: One thing needs to change. You call me your son, but you treat me like your enemy. I think it's time you stop punishing me and start trusting me again.
- Jor-El: You've grown up, Kal-El. Your trials have matured you.
- Clark Kent: My trials aren't over, Jor-El. Brainiac was not destroyed. He managed to infect one of my friends, and how he's taken her over. I need your help.
- Jor-El: I can translate the Kryptonian code corrupting your friend's mine back into human memories, however, the being you call "Brainiac" is highly unpredictable. It poses a tremendous threat to all of us. There is no way of knowing what the outcome will be. Are you willing to take that risk?
- Clark Kent: This is the symbol for doom.
- Chloe Sullivan: You think Brainiac is sending me a message?
- Clark Kent: Whatever he's doing, Chloe, we need to stop it. Jor-El created Brainiac. When Kara lost her memory, Jor-El restored it. If I take the crystal to the Arctic and rebuild the Fortress, Jor-El might be able to help *you*, too.
- Chloe Sullivan: Or he could strip you of your powers or drop an ice castle on you.
- Clark Kent: It doesn't matter, Chloe. I *have* to do this.
- Chloe Sullivan: And I have to be honest with you, Clark. This is exactly why I didn't tell you what was happening with me - because I knew that you would just fly off without thinking about any of the consequences. Clark, last time you handled this crystal, it zapped you to the Phantom Zone. Now, for all we know, Lex could have sent this to you. I mean, he could still trying to control you from wherever he is.
- Clark Kent: Chloe, none of this would have happened if you hadn't tried to protect me. Everyone who knows about my secret, I watched them either go away or die - my Dad, Pete... Lana, Lionel, even Lex. Chloe, I'm not going to let my secret destroy your life, too.
- Chloe Sullivan: The night I saw you catch that car with your bare hands, it changed my life - for the better. Clark, thanks to you, I've actually made an impact on the world. I wouldn't trade that for anything.
- Chloe Sullivan: Jimmy, I'm impressed. You managed to balance out singles, couples, and families while keeping all of the exes at different tables and still keeping the kids' table away from the cake. You truly are the Zen master of seating charts.
- Jimmy Olsen: More the master of musical chairs. But now that this is over, I don't want to see, sit, or stand on another chair for a good long while.
- Jimmy Olsen: You know, it's one week until we rendezvous at the altar, and we're, uh, still getting RSVPs.
- Chloe Sullivan: I bet you anything these slow responders have never had to tackle the challenge of a seating chart.
- Jimmy Olsen: Are you okay?
- Chloe Sullivan: Yeah. Why?
- Jimmy Olsen: You've been kind of forgetful lately. If you forget the florist's name one more time, I think she's gonna stick us with potted ferns.
- Jimmy Olsen: Code red, C.K. My whole world just fell apart.
- Clark Kent: Jimmy, slow down. What's going on?
- Jimmy Olsen: As Chloe's future husband, I thought I could steer her ship through any storm i-in sickness and in health, but... I just got hit with a major bridal wave.
- Clark Kent: The wedding's a week away. She's probably just stressed.
- Jimmy Olsen: Yeah, that's what I thought, but... she's been forgetting things. It started out as small stuff. Uh... miss a meeting, a name, a place, that kind of stuff. But today, she... she didn't even recognize me. She was actually afraid of me.
- Clark Kent: Brainiac's always got an objective. Chloe, do you remember anything from this morning when you lost your last memory of Jimmy?
- Chloe Sullivan: Every time I try and think about someone that I've forgotten, it's like this swarm of Kryptonian symbols that I don't understand. It's like times square times a hundred in my head.
- Clark Kent: Brainiac is replacing your memories with Kryptonian data.
- Chloe Sullivan: [scribbling a symbol down] Yeah, and this one keeps repeating itself over and over again.
- Chloe Sullivan: Davis.
- Davis Bloome: Hey, Chloe.
- Chloe Sullivan: [hugging him] Oh, my god. Thank god I found you.
- Davis Bloome: You might wanna loosen that up. I don't tie tourniquets this tight.
- Chloe Sullivan: I gotta get to Metropolis to drop off our checks to the florist before they close.
- Clark Kent: I'll make a run to the city for you.
- Chloe Sullivan: Are you kidding me? That's, like, a two-hour trip, and you drive like an old lady.
- Chloe Sullivan: I heard you're not gonna be able to make it to my wedding. I'm really gonna miss you being there.
- Davis Bloome: Chloe, I-I lied. They don't need me at the hospital that day.
- Chloe Sullivan: Please tell me that this isn't because of all the drama I put you through. You know that I wasn't in my right mind.
- Davis Bloome: No, no. It's not you. You're... beautiful. There's a lot in my life that I don't understand right now, but the one thing that... I'm sure of is how I feel about you. I can't go to your wedding, Chloe, because I can't watch you marry the wrong man.
- Chloe Sullivan: Okay, Davis, you need to slow down and put your ambulance in reverse. I'll admit that when we first met, there was an attraction. I mean, you're kind and... you save people's lives, and you look great in a uniform. So of course I'm gonna like you. But I love Jimmy.
- Davis Bloome: Do you? Do you really? I tried to be the bigger man; that's why I brought you back to him, even though all I wanted to do was take care of you myself. But then I thought about it when you forgot about everyone else in your life, who did you come to for help? Not Jimmy. Not even your best friend Clark. It was me. You came to me.
- Chloe Sullivan: Davis, I...
- Davis Bloome: There is some sort of connection between us, Chloe, and I know that you feel it, too.
- [he kisses her, and she recoils]
- Chloe Sullivan: Okay, stop. Um... Davis, this connection, it was... it was never this.
- Davis Bloome: I understand. But I am not ready to let you go. I will wait for as long as it takes. You know where to find me.
- Jor-El: Time is of the essence, Kal-El.
- Clark Kent: Chloe never would have gotten hurt if she wasn't trying to protect me.
- Jor-El: I tried to warn you of the danger in sharing your true identity.
- Clark Kent: But now that I'm taking more risks, it's even more dangerous for her. Chloe deserves a life free from the burden of my secret. When you restore her memory, I don't want her to remember anything about Krypton, or my abilities.
- Jor-El: I know this choice is not easy for you, my son. But it will be done.
- Clark Kent: Chloe, hey. I've been looking all over for you. Look, Jimmy says that you're forgetting things, that this morning, you didn't even recognize him.
- Chloe Sullivan: Jimmy's overreacting.
- Clark Kent: So you know who he is?
- Chloe Sullivan: Of course! Jimmy Olsen, reddish hair, cute smile, photographer, likes to wear bowling shirts.
- Clark Kent: What about fiancé?
- Chloe Sullivan: Yeah. Right. We begin our lives together Saturday at 6:00.
- Clark Kent: Chloe, it sounds like you're reading this all off a list. Are you sure everything's okay?
- Chloe Sullivan: Okay, I know this looks a little weird.
- Clark Kent: What's going on, Chloe?
- Chloe Sullivan: Jimmy's right. I have been drawing a few blanks.
- Clark Kent: A few?
- Chloe Sullivan: Well, yeah. But I've just been kind of using this as Chloe Sullivan's crib sheet. And whenever I forget someone, like, you know, my fiancé, I come here to remind myself of how we're connected.
- Clark Kent: Chloe, listen to what you're saying. You had to paste your entire life on these walls. There's something seriously wrong with you.
- Chloe Sullivan: I still remember you. And that's about all I remember. I've forgotten almost everyone, Clark. And I'm having to fake my feelings more and more with people. Pretty soon, there isn't gonna be any I, Chloe. Just... an IQ.
- Clark Kent: We both know what's happening to you.
- Chloe Sullivan: I'm being taken over by Brainiac.
- Jimmy Olsen: Chloe, you okay? You blanked out there for a second. You have a headache? You want me to call a doctor?
- Chloe Sullivan: [climbing off the bed] Get out of my apartment.
- Jimmy Olsen: Chloe, it's me. It's Jimmy. It's your fiancé.
- Chloe Sullivan: I think I'd remember my own fiancé. I've never seen you before in my life.