Sarah Conroy moves in next door and immediately enters Clark's dreams. Clark and Lana learn that she is being artificially kept in a coma by her uncle, who stands to control the family coffers only as long as she lives incapacitated. Meanwhile, Lionel demands that Lex undergo a full psychological evaluation.
→ see also Category:Screencaps from episode 3x04
Clark decides to cool off by taking a dip in Crater Lake when Lana arrives shortly after with the same idea. Clark is shy at first but Lana suggests they swim together. She takes off her clothes and underwear and Clark hesitates for a minute, then also strips and jumps in. They are enjoying the intimate moment and having fun when they hear a scream for help on the banks. A young blonde woman runs by and Clark runs after her to help. When he catches her, she is terrified of whatever is chasing her. Clark tries to ask her what's wrong but she is suddenly sucked into the ground and vanishes before his eyes.
Clark tells his parents that he tried everything to find her and suggests he find the girl instead of going to school. Martha and Jonathan don't agree and casually say they'll tell the sheriff about his concerns. They then announce they have a surprise for Clark. He is elated to see an enormous brand-new truck in the front drive, saying that Clark needed a gift after all he's been through in the last few months.
Clark apologizes to Lana at school for running off but she isn't mad at all, instead saying the day was really fun. She says their relationship is usually miserable and declares that she is willing to wait for him to realize they should be together. Clark watches her go in adoration. However, just then he sees the girl and corners her in front of a trophy case.
She says she is Sarah Conroy. He tries to ask her what's going on, but she just says that "he's" always after her. She starts to look terrified and Clark sees the reflection of a red hooded figure in the glass of the case. However when he turns around, no one is there but Pete, Sarah having disappeared as well. He asks Pete about the figure but Pete didn't see anything. He is more concerned about Clark missing a history exam that was worth half his grade.
Completely bewildered at this point, Clark goes to the Smallville Torch office to ask Chloe for help. He is surprised and a little embarrassed when she tells him that the whole school knows about his and Lana's skinny-dipping adventure. Clark then realizes that Chloe has dismantled her Wall of Weird. She explains that she's grown up and the Wall had to go because she is only reporting on hard news that can be backed up with facts.
That evening, Clark goes to the Luthor Mansion after receiving an urgent message from Lex. Lex shows Clark a samurai sword and tells him the legend of how it was forged on Mount Fuji and used by the Katai warriors and can cut through anything. He tells of a legend that the strongest of the Katai warriors turned upon the others, who all fell at his hand; finally, with nothing to lose, the last of the Katai used the legendary sword and cleaved him in two, discovering that he wasn't even human. Lex suddenly swings the sword at Clark, who instinctively blocks it with his forearm. The blade shatters and Clark is wide-eyed and shocked speechless as Lex accuses him of not trusting him. Clark tries to explain but Lex angrily declares that he will dedicate his life to exposing Clark's secret. Clark goes home to tell his parents about Lex's disclosure but only finds Sarah standing in his front yard looking terrified. She muses that lilacs are her favorite flower and begs him to not let "The Traveler" take her again. Suddenly the red hooded figure appears. He is extremely tall with bony, decayed fingers and wearing a red cape with a tattered hood. Clark approaches the Traveler but he simply throws him across the yard, declaring in a deep distorted voice that Sarah cannot hide from it. He engulfs Sarah and Clark runs to rescue her. However, he finds nothing under the cape. He punches a hole into the ground, reaches down, is pulled into it.
Suddenly, Clark is startled awake on the couch in his loft. His worried parents explain that he has been asleep for a day and a half. Clark is relieved to realize that it was all a dream and tells his parents he met a girl named Sarah Conroy. Jonathan says the new owner of Lana's house is named Conroy and he does in fact have a teenage daughter. The next morning, Clark admits to his parents that he was afraid to go back to sleep and says he is still worried about Sarah. He wants to check on her but Jonathan points out that Clark was unable to be awakened at the same time she moved in and tells him to stay away from the Conroys. Clark doesn't go to school that day and Lana brings him his missed homework. He is touched by her thoughtfulness and confides in her that he is still really concerned about his strange and protracted dream about Sarah Conroy when he hasn't even met her. Lana suggests they walk through the dream and while Clark is relieved that she doesn't think he's nuts, he doesn't want to admit that he dreamed about them skinny-dipping together. He says he doesn't remember everything clearly, so Lana suggests they go visit Sarah instead.
However, upon arriving, Clark and Lana are dismayed to learn that Sarah is in a coma being cared for by her uncle, Nicholas Conroy. Nicholas explains that Sarah was asleep in the car with her parents when it went off of Loeb Bridge and Sarah was the only survivor. Clark notices the lilacs in her room and says that they are her favorite. He also notices Nicholas wears a St. Christopher's medallion, the patron saint of travelers. Nicholas is unnerved by Clark's observations and excuses the two, saying he has to administer Sarah's medication.
Lex storms into LuthorCorp Plaza and interrupts Lionel's massage to complain that he has limited computer security access. Lionel simply says that he has to protect the company's assets and Lex reiterates his dedication to the company. He suggests Lionel put the restrictions in place because Lionel thinks he might betray him. Lionel casually asks why Lex has refused to complete a psychological profile, but Lex says that neither one of them believe in the merits of psychotherapy. Lionel counters that severe emotional problems can affect day-to-day decision making. Lex realizes that he must comply with Lionel's request of five sessions if he wants to keep his job and restore Lionel's confidence in him.
Clark tells Chloe about his dream and wonders aloud how he knew specific details about Sarah's life. Chloe theorizes that during dreams, the frontal lobe can have telepathic abilities and that the river that Sarah's car crashed into is laced with meteor rocks, giving her the ability to keep Clark asleep. Clark points out that he didn't wake up until the Traveler appeared and says he thinks it's her uncle. He wants to investigate Nicholas Conroy but Chloe declines, saying she has a deadline for her Daily Planet column.
Reviewing public records in the loft, Clark and Lana discover that Sarah's parents were extremely wealthy and she inherited everything. They guess that Nicholas controls the fortune but Clark still doesn't understand Sarah's fear of him. He is visibly tired and as soon as Lana leaves to get him a cup of coffee, he drifts asleep. Sarah appears in his dream and explains that this is the first time she's been able to enter dreams and could hear them when they came to visit. He asks who the Traveler is but she avoids the question. She reveals that every time she starts to come awake, her uncle gives her something that pulls her back asleep. She then falls off the balcony and is engulfed by the Traveler.
Presumably, Clark wakes up and goes to tell Lex about his dreams. Lex says that Sarah was indeed expected to wake up but the hospital could not find evidence that her uncle is drugging her. Clark thanks Lex for his help and turns to go but then notices a samurai sword on the wall. He casually asks if it's an ancient artifact but Lex says it's simply a prop from his favorite movie. He playfully goes to hit Clark with it and when Clark reacts with alarm, Lex advises him to get some sleep. Instead, Clark goes to visit Sarah again. He asks Nicholas if he can sit with her for a while and X-rays the medicine cabinet. He steals one of the vials of medicine and superspeeds away. Nicholas discovers the open cabinet and looks angry. Clark drives home in a hurry but Sarah appears in the seat next to him saying that Nicholas is angry. Clark realizes that Sarah's presence means that he is asleep again just as the truck is seen careening off the road and flipping several times.
Lana arrives at the Kent Farm looking for Clark but Martha says he's not back from Lex's. Lana decides to wait for him and uses the opportunity to ask why Clark pushed her away. Martha says that he's changed since Metropolis and Lana hopes that he will come around, but their conversation is interrupted by Jonathan's panicked yelling. Martha and Lana rush out to see Jonathan pulling Clark's sleeping form from the completely totalled truck. Martha and Jonathan realize that Clark was coming from the Conroys' and Lana gets upset because she took him over there. Martha admits that she is worried about Sarah, too.
In Clark's dream, he and Sarah arrive back at Crater Lake. He tries to tell her that she has to face the Traveler or they will stay trapped asleep. She is pulled into the lake and Clark dives in after her. Lana goes to Sarah's house to stop Nicholas from drugging her. Instead, he injects Lana with the drug and she falls unconscious. Clark pulls Sarah out of the lake and she reports that Lana is in trouble. The Traveler arrives again and throws Clark across the shore as the clouds darken. Clark encourages Sarah to stand up to the Traveler and when she does, the sun comes out and Clark is able to use his heat vision to obliterate the figure.
He awakens in his living room and superspeeds to Sarah's house, but she is the only one there, still asleep. Nicholas Conroy places Lana in her Jeep and prepares to blow it up by pouring gasoline around it. Clark telescopes his X-ray vision through the woods, sees him strike a lighter, and superspeeds to catch it before it hits the ground. Clark throws Nicholas against a tree and knocks him out.
Lex announces that he has decided to submit to Lionel's request, admitting that he was fearful of the outcome of psychological testing. He says he has nothing to hide.
Sarah is sent to Smallville Medical Center and has awakened from her coma. Clark comes to visit her and she remembers their dreams. She admits that she noticed some of the things he could do, and that he is clearly in love with Lana and shouldn't push her away. Clark just looks thoughtful.
Later that night, he is studying for his history exam when Lana comes to visit. She admits that she feels foolish for putting herself in danger, but she liked being Clark's girl next door for a few days during their investigation. She suggests they hang out that weekend and go swimming. Clark blurts that skinny-dipping is probably not a good idea. Lana jokes that skinny-dipping together is only going to happen in his dreams and Clark looks sheepish.
- (First 14:41 minutes of the episode): Besides Sarah's dangerous situation, Clark dreams of skinny-dipping with Lana, missing a history test, and Chloe taking down her Wall of Weird. In Clark's dreams, Lana is not upset with him for running off, Pete is inexplicably annoyed at him, and Chloe has decided to only report on news that can be backed up with facts. Also in his dreams, his parents buy him a brand-new truck and decide that Lex's intentions are honorable. Lex, on the other hand, is angry and violent and eager to expose Clark's secret.
- (22:00-26:48): Sarah appears in his loft and reveals that her uncle is keeping her asleep.
- (30:00- 30:30), (32:38-33:25) and (34:22-36:15): Clark is driving home and dreams that Sarah is sitting in the seat next to him. Still asleep, he dreams of his and Sarah's encounter with the Traveler on the shore of Crater Lake. She faces her fear and Clark is able to wake up and save Lana.
- Tom Welling as Clark Kent
- Kristin Kreuk as Lana Lang
- Michael Rosenbaum as Lex Luthor
- Sam Jones III as Pete Ross
- Allison Mack as Chloe Sullivan
- John Glover as Lionel Luthor
- Annette O'Toole as Martha Kent
- John Schneider as Jonathan Kent
- John DeSantis as The Traveler
- "Imitation Of Life" - R.E.M.
- "Everybody Hurts" - R.E.M.
- "Losing My Religion" - R.E.M.
- "Bad Day" - R.E.M.
- "At My Most Beautiful" - R.E.M.
- To slumber means to sleep.
- The title refers to Sarah Conroy entering Clark's dreams, thus forcing him to stay in them till he helps her gain the strength to fight her uncle, Nicholas Conroy.
- Green text indicates events in a dream.
- Antagonist: Nicholas Conroy
- Pete Ross only appears in Clark's dream.
- Clark uses the following abilities in this episode: super strength, super speed, X-ray vision, Telescopic vision, super breathing (dream) and heat vision (dream).
- The music played mostly throughout the dream sequences in the episode is by R.E.M. This is rather clever since, in medical terms, REM stands for "rapid-eye movement," which occurs during dreams. R.E.M. also released a cover of the song "I Am Superman."
- The footage when Clark superspeeds to the Conroy's house after waking up is clearly recycled from Season Two's Lineage, but Clark's shirt has been colored blue due to the differences in attire between the two scenes.
- Interestingly, Lana is always called "the girl next door" but Clark says she lives a mile away in Metamorphosis and in this episode her house is shown to be probably literally that far across a field. However, houses in farming communities are often widely distributed.
- Technically this would have been the second time Lex discovered Clark is not human. However it does not actually count as it was only in Clark's dream.
- This episode shows that despite his superhuman abilities and physiology, Clark does indeed get tired and needs to sleep. Lana could tell by looking at him that he was tired, and he was unable to will himself to stay awake, unlike Superman in the comics.
- This episode also has a deleted scene that shows Tom Welling entirely naked.
- When Lana is stripping at the start of the episode, a body double is used for the close-up shots of her body (similar to Nicodemus).
- The Conroys are the second family to move into Lana's old house. In Season Two's Visage, Clark mentioned new people who have moved into Lana's old house and who have a "little orange cat."
- The dreams start and end at the Crater Lake. Chloe mentioned in Extinction that she once lost her keys there.
- This episode contains references to two of the most influential names in modern psychology. Lex references Carl Jung, who theorized on a "collective unconscious" that all humans share, and Chloe references Sigmund Freud, who wrote extensively on dream interpretation and their impact on personality.
- Lex says that the sword is a prop from his favorite Kurosawa film, Throne of Blood. Akira Kurosawa was a prominent and influential Japanese film director and Throne of Blood is an adaptation of Shakespeare's Macbeth.
- In Clark's dream, Chloe makes a reference to The Blue Lagoon, a film about two adolescents stranded on an island and swimming naked.
- In his dream, when Clark questions her reasoning for taking down the Wall of Weird, Chloe states that she's "done chasing windmills." This is a reference to Don Quixote de la Mancha.
- In the school halls, there are several posters about the "Emerald Knights." In the comics, "Emerald Knights" refer to the Green Lantern Corps.
- Nicholas Conroy claims to wear a St. Christopher medallion to "help Sarah have a safe journey back" awake. St. Christopher is a widely popular saint, and many Catholics believe in the value of wearing a medallion when traveling.
- The Traveler resembles the Time Trapper, an enemy of the Legion of Super-Heroes in the comics.
- Clark: Pete, did you see that guy?
- Pete: What guy?
- Clark: How could you miss him? He had a big red cape on!
- Lana: Clark, I think you have a lot of issues, but I do not think you have lost your mind. Okay so where did you see her first?
- Clark: Crater Lake. You were there.
- Lana: Really what were we doing?
- Clark: Nothing. Um, it's really hazy.
- Martha: Clark, it's not your responsibility to save everybody.
- Chloe: There is a theory that telepathic receptivity is increased during REM sleep. It has to do with frontal lobe activity... I've never seen a case this dramatic, but we all know that your brain is wired a little differently than the rest of ours. Add that the river where she crashed is a known source for our favorite green stuff and you have the perfect Smallville cocktail for weirdness.
- Clark: My faith in human kindness is not what it used to be.
- Lex: (to Clark) Now you're saving people in your dreams, too. I bet a shrink would have a field day with that scenario.
- Lana: I guess, I Just, I feel like if I stay in his orbit long enough he'll finally decide to open up.
- Sarah: (to Clark) I may have been there, but Lana's the girl of your dreams.
- Lionel: (to Lex) When you're rich, you're not crazy-- you're eccentric.
- Lana: Well, it's been like an oven outside so I was thinking we could go swimming at Crater Lake?
- Clark: I really don't think skinny-dipping is a good idea.
- Lana: Who said anything about skinny dipping? Maybe in your dreams, Clark.
- Lana: If you kill her, they'll be no more money.
- Nicholas Conroy: Who said anything about killing her?
- Sarah: You're obviously a special guy. I saw some of the things you're able to do.
- Clark: Well, in our dreams, we're all super.
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