Waking up in bed with two women, Clark discovers that he is inside the Luthor mansion. He is confronted by an apparently resurrected Lionel Luthor, who refers to Clark as his son. Lionel tells Clark that his 'Ultraman' persona has proven a success, but warns him that his ego is causing problems. As the pair engage in a sword-fight, Clark discovers that his powers are gone. Lionel quickly disarms Clark, explaining that he is keen to set him back on the right path. He recalls the day that he found the infant Clark in a corn field, thankful that he was not discovered by someone else.
Concerned, Clark travels to the Kent farm, which is up for sale. Tess is waiting in the barn and kisses Clark, assuring him that Lionel will never discover them. In this world, Tess is aware that she is Lionel's daughter - a fact which shocks Clark. When Clark protests that he is not who Tess thinks he is, she suggests that he has swapped places with his doppelganger in this universe. Tess warns Clark that his "kinder, gentler" world is about to get an "explosive awakening".
Sometime later, Clark is hit by a car as he walks the streets of the alternate Metropolis. The driver is Lois, who makes it quite clear to Clark that they are not on friendly terms. Oliver - Lois's fiancée in this world - arrives and criticises Clark, telling him that he has wasted every opportunity he had to make the world a better place. Hearing a security alarm, Clark confronts a small-time crook, who is clearly terrified. When Clark asks why the thief is so frightened, he explains that no one who has seen the face of Ultraman has lived to tell about it. A shocked Clark realises that, in this world, Lionel has turned him into a murderer.
Tess summons Lois to the Watchtower, eager to protect her from the evil Clark. However, alternate Clark has followed Tess and smashes his way into the secret base. When Lois approaches him, the doppelganger tosses her across the room. Alt-Clark tells Tess that since Lionel controls the parallel world, he will seize this world as his own. He threatens to kill her if she does not hand over the mirror box.
In the alternate world, Alt-Tess searches through the books in Lionel's office, discovering a sketch of the mirror box. Lionel catches her in the act and accuses his daughter of trying to turn Clark against him. Lionel summons his guards and, as they drag Tess of the office, she warns her father that Clark will eventually stab him in the back. Later, Clark arrives at the Fortress, seeking Jor-El's counsel. However, in the parallel world, Lionel controls the Fortress and is waiting for Clark. Lionel explains that Tess was attempting to locate the mirror box, which is forbidden since LuthorCorp has dedicated itself to destroy relics from Krypton. When Clark claims that he recruited Tess to find the box in order to destroy it, Lionel explains that the relic is currently held by Oliver Queen.
At a business event, Lois comforts Ollie when he becomes upset by the negative publicity surrounding his recent business decisions. As the pair move in to kiss, Clark snatches Lois away at super-speed. Seconds later, he calls Ollie and explains that Lois will be returned in exchange for the mirror box. On a nearby rooftop, Clark apologises to Lois for kidnapping her. As he departs, he tells Lois that he cannot live in a world where she doesn't love him.
In the nick of time, Ollie switches off the meteor rock device, restoring Clark to health. Clark knocks Lionel across the room and retrieves the mirror box. He explains to Ollie that, once he departs, Clark Luthor will arrive in his place. Clark convinces Ollie that they work as partners in the other universe and the millionaire agrees to reactivate the meteor rock device when the villainous Clark returns. As Lionel runs toward him, Clark activates the mirror box and is transported back to his world. He returns to find the Watchtower a wreck and Tess, Ollie and Lois pointing weapons at him. Clark convinces Lois that he is now the man she loves and the crisis is averted.
Sometime later, Clark visits Tess at Luthor Mansion. He apologises for his earlier behaviour and explains that he has learnt an important lesson - it is not Lionel's blood that corrupts, but the man himself. When Tess admits that she hid Alexander because he was the closest thing to family that she had, Clark reassures her that when the young Lex resurfaces, they will face him together.
As the episode concludes, it is revealed that the alternate Lionel was caught up in the power of the mirror box and has been transported to the regular universe. He tells an inquisitive newspaper vendor that he is visiting from "out of town" and remarks, "I wouldn't want to miss how it all turns out."
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