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"Power" is the thirteenth episode in the eighth season of Smallville, and the one hundred-sixty-fifth episode overall. It aired on January 29, 2009.


Clark finds Tess in Lana's ransacked apartment and realizes that Lana is missing. Tess tells him Lex is still alive and may have kidnapped Lana and finally reveals the truth about what happened to Lana after she awoke from her Brainiac-induced coma. Meanwhile, Tess breaks into a secret LuthorCorp facility and is shocked at what she discovers.


→ see also Category:Screencaps from episode 8x13


Lana gets burned.

In a laboratory, Dr. Groll is preparing a procedure during an experiment and his assistant warns him that they aren't yet ready for human testing, but Dr. Groll insists that they are. He begins the procedure and the device bursts into flames and the subject is passed through the flames. Emerging from the flames, Lana screams.

Lana wakes up after been kidnaped

Lana wakes up after she has been kidnaped

Chloe enters the Kent Farm house to find Clark watching Lana's "goodbye" DVD. He tells her that he needs to remind himself of why they broke up and why Lana left, and mentions that he and Lana kissed the night before. Chloe asks why Clark acts as if it is a bad thing and he says that he has moved on so much towards his destiny since they broke up. Chloe suggests that he should talk it over with Lana, and tells him that she will be at her apartment. Clark speeds off.


Chloe enters the Kent Farm house.

Clark arrives at the Talon to find the apartment ransacked and then Tess emerges from the bedroom holding a gun. Tess puts the gun down when she sees it is Clark, and says she came to warn Lana, who was investigating some LuthorCorp technology. Tess tells Clark that Lana showed her who Lex really is. She then tells Clark the real reason why Lana left Smallville.

Lana is speaking to the video camera with Lex's men holding a gun to her before they take her away, with Tess in charge. They put Lana in a van to transfer her to a 'safe' location, but she fakes illness, disarms the man covering her, and then picks up the gun and shoots him in the shoulder, before ordering the driver out. She drives off to a gas station where she goes into the bathroom and uses a razor to cut her long hair into a short style.

Hearing this, Clark yells at Tess and pushes her against a wall. Tess apologizes, saying Lex told her it was for Lana's own good. Clark then interrogates Tess on the names of the Luthorcorp guards who kidnapped Lana, and Tess says that they're dead and Lex is now using new employees.


Clark yells at Tess.

Clark spots a phoenix medallion in a drawer and Tess identifies it as belonging to her strategic advisor, Carter Bowfry. Clark goes to the Mansion and confronts Carter, who shows Clark that he has his own medallion on him and explains that he gave it to Lana the previous spring.

Lana offers Carter money to train her and eventually convinces him to help. He puts her through a very severe training regimen designed to improve resistance to pain and torture. He gets her to admit that she's still holding onto Clark, and tells her to overcome her previous life and become a new person. After her training is complete, she says she needs power, which she had before but wasn't ready for it emotionally. Carter warns against it and then gives her a phoenix medallion to remember the lessons she learned.


Lana talks with Carter.

Carter tells Clark that Lana returned to Metropolis and he tracked her down, considering Lana his chance at redemption. She continued to investigate LuthorCorp against Carter's advice, so he took a job with Tess to provide Lana with information. Carter mentions that Lana contacted Chloe while she was in Metropolis.


Clark talks with Chloe.

In his laboratory, Groll is grafting a layer of nanites onto Lana.

In Metropolis, Tess meets with Lex's trusted employee Regan Matthews and confronts him over the fact that he broke into Lana's apartment. Regan insists he's trying to save Lex unlike Tess. She offers him a job and when he refuses, informs him he doesn't have a choice and demands the Prometheus technology, or she'll take it by force.

Lana tells Chloe she is proud of Clark as the Blur

Lana tells Chloe she is proud of Clark as the Blur

Once the regeneration process is complete, Groll removes Lana from the machine and puts her into quarantine.

Clark finds Chloe in Smallville and asks why she didn't tell him about meeting Lana. Chloe says Lana asked her not to tell Clark, and she wouldn't betray her trust, just as she did for him. Clark insists that Lana doesn't have the abilities he does and she needs help.

Chloe finds Lana in the Isis Foundation office and they embrace. When Chloe asks, Lana says she is only there for a short stay and won't see Clark but has been pleased by what she has read about his activities in Metropolis. She tells Chloe she wants to track down information on Lex's Project Ares, but Chloe advises against it. Lana insists that she's going to do it, and she'll tell Clark when the time is right. She makes Chloe promise not to say anything to Clark.

Chloe explains to Clark that the program was mothballed a year ago, and then wonders why Lana didn't contact Clark if she was forced to make the DVD. Clark figures that it was because Lana was busy planning her revenge on Lexeven though she was indeed protecting Clark by keeping an eyes on Lex and preventing him to get super powers to match Clark's.


Clark and Chloe discover Lana's secret hidden safe.

Tess returns to her office at the Daily Planet and finds her security guard dead in her chair. Regan is behind her and reveals that he killed the man after forcing him to give up the location of Lex's lab. Tess says she has security cameras that will have recorded her guard's death, and Regan boasts that he viewed some of the recordings Lex made of her. Regan prepares to shoot her but Tess disarms him, fells him and then kicks him as his blood splatters on her face.

Chloe and Clark return to the Isis Foundation and she tells him there is another classified Luthercorp project called Prometheus which she has not been able to hack into. Clark uses his x-ray vision to discover that Lana has a safe hidden behind a radiator. He pulls open the safe door and finds a hard drive. Chloe hooks it up and brings up files of Lana talking to Dr. Groll.


Lana shows Chloe what she discovered.


Lana in quarantine.

Lana contacts Groll and compliments him on creating Prometheus and wants him to provide her with the skin graft, capable of providing super powers. She warns that Lex is too dangerous to have it and she is a better choice. Lana convinces Groll to use his legacy to improve mankind and offers him space to set up his laboratory. She tells him to tell his co-workers that Lana is Lex's guinea pig.


Tess discovers that Lana was fused with the Prometheus Suit.

Chloe and Clark conclude that Lana wants to use the Prometheus technology on herself.

In Groll's laboratory, Lana stabilizes as they attach the suit. Tess then arrives and demands to know where the Prometheus technology is. Groll warns that opening the chamber could kill Lana, and claims it was Lex's orders to put Lana into it. Tess says Prometheus must be destroyed. Groll again warns that destroying it will kill Lana. Nevertheless, Tess pulls out a gun and prepares to shoot, and Groll lunges for the gun. A shot goes into a control panel, and Tess downs Groll and then shoots at Groll. But before it hits him, Clark enters at super speed just in time to see Lana use super speed to burst out of the containment chamber, catch the bullet, knock out Tess, and smile at Clark before speeding away.

Later, at the Mansion, Tess alerts her people to find Lana before she finds Tess, but then enters the study to find Lana there, burning all the research files on Prometheus. Tess tries to run but Lana cuts her off and says she's there as a friend. She warns that Tess's anger against Lex will doom her and leave Lex still in control of her. Lana tells Tess not to be a victim any more, then leaves.


Lana finds Clark on the roof.

At the Daily Planet, Clark is searching police reports for information on Lana when she contacts him via his super-hearing and asks him to meet her on the roof. He tells her that he's concerned that the power she now has will overwhelm her but she insists that she can handle it now because she prepared herself. Lana says he does not have to worry about her anymore because she can protect herself. And it means she will no longer be a distraction for him, and together they can make the world a better place. Clark agrees that's what he wants, but knowing this is too perfect to be real worries that normally dreams don't come true. Lana assures him there's never been anything normal about them. They kiss passionately.



Special Guest Star[]

Guest Starring[]



  • Charles Jarman as Security Guard


Featured Music[]

  • "Empty Road" - Natalie Walker


  • Power is defined as having a great or marked ability to do an act, or wielding a strength of some kind.
  • The title refers to Lana's quest for power, specifically her physical, emotional, and psychological training with Carter Bowfry in preparation for the Prometheus Suit insertion.



Allison Mack directing a scene.

  • Antagonist: Tess Mercer and Regan Matthews.
  • Clarks Abilities: Telescopic vision, X-Ray Vision, Super-Speed, Super-Strength
  • Lois Lane, Jimmy Olsen, Oliver Queen, and Davis Bloome do not appear. After Legion, this is the second time that only three main characters have appeared in an episode.
  • It was revealed in this episode Lana originally returned to Metropolis several weeks to a month before Chloe's wedding (Chloe told Lana that she was getting married "next month"), since the wedding was held in November 2008, Lana returned in October and after her short stay she then went to Cuba hunting Lex down.
  • Lana seeks out Carter Bowfry in Edge City.
  • This is the last episode in the series in which Lana has the most screentime.
  • Carter gives Lana a phoenix medallion. When Lana first uses the Prometheus suit, she bursts out of the chamber with an orange speed aura, resembling a phoenix rising from the flames.

In Other Media[]

Lex Super Suit

Project Prometheus Version 01

  • Project Prometheus appears to be based on Lex Luthor's green battle suit from the comics and animated universe which the first version of the power suit closely resembles.[1]
  • Lex Luthor refers to the story of Promethus in Greek myth in Superman Returns, saying "Gods are selfish beings who fly around in little red capes and don't share their power with mankind. No, I don't want to be a god. I just want to bring fire to the people. And... I want my cut."
  • The plot of the episode has Lana acquire powers and becoming a superhero. This premise has been done several times in the comics. For example:

Lana Lang as Sky-Girl.

    • Adventure Comics #189 (June, 1953), where Lana is given a magical belt, resulting in her becoming Sky-Girl.

Lana Lang as Super-Lana.

    • Superman's Girl Friend, Lois Lane #17 (May, 1960), where both Lana and Lois are temporarily granted Superman's powers, after being given a blood transfusion, with Lana becoming known as "Super-Lana".

Lana Lang as Gravity Girl.

    • Adventure Comics #285 (June, 1961), where Lana acquires an alien belt, which grants her powers and Lana becomes Gravity Girl.

Lana Lang as Insect Queen.

    • Superboy #124 (October, 1965), where Lana is given a bio-genetic ring, resulting in her becoming Insect Queen.


  • This episode was directed by Allison Mack. She was due to direct an episode of Season Seven but due to the WGA Strike and the change to the normal schedule, it was postponed.


  • The events in this episode reveal what happened to Lana between her departure in Arctic and her return in Bride.
  • Lana said that she has had power before. She is probably referring to gaining Clark's abilities in Season Seven Wrath. She gained superpowers in Thirst, but forgot them after she was cured; she also had the powers of a witch while possessed by Margaret Isobel Thoreaux, but forgot them after the possession passed. Besides Wrath, the only time that Lana has had temporary powers she didn't forget was in Obscura, when she had the limited ability to see through the eyes of another.
  • Clark looked at the false 'Dear John' video Lana made in Arctic.
  • Regan was presumed to be missing since Odyssey.
  • Dr. Groll was last seen in Instinct.


  • There is a continuity issue concerning the character of George. When Clark demands to know where he is, Tess claims that George is dead. However, George appears alive, well and at Tess's beck and call in Eternal. It is possible that Tess lied about George's status to Clark as she knew that Clark was incredibly angry and might do something to George that he would regret.



Lana: Yeah, well, life hasn't exactly been a walk in the park lately.
Carter: Oh, poor, poor, pitiful you. How long have you been feeling sorry for yourself? Let me guess. Your entire life.

Carter: I am not training you to be LIKE someone else. I'm training you to be Lana Lang. Rise from the ashes of your previous life. Stronger. More Powerful. Fearless.....It's time to rise.

Carter: As you rise higher and higher, never look down.

Tess: That's a ballsy move, sitting in the boss' chair. Either you have good news for me, or you like to live dangerously close to the edge. (discovers her guard is dead) I guess it's the latter.

Chloe: Clark, you know you're bored when you resort to watching a repeat of your breakup.

Lana: I'm not here to hurt you, Tess. I'm here as your friend.
Tess: My BFF who tears open my safe with her bare hands and burns all my research. I think you're stretching the definition of "friendship" just a little bit.

Edward Groll: You can't destroy the suit without murdering her.
Tess: Lana Lang was born to be a martyr.

Tess: You're a pretty pathetic guard dog. Loyal to a master that can't even feed himself. Why don't you come and work for me? Hmm? I'll give you more Milk-Bones than Lex ever did.
Regan: I think I'd rather shovel cow dung.

Lana: The last thing I wanted was to be some distraction in your life.
Clark: You're not a distraction. You never were.
Lana: I'm not anymore.

Lana: (to Clark) You and I are equals now and together, we can help make the world a better place.

Clark: It's a dream Lana. We both know dreams normally don't come true.
Lana: There's never been anything normal about us.


  1. First seen in Superman/Batman #1-6

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