Still guilt-ridden about the destruction he caused while he was possessed by Zod, Lex throws a charity costume ball for the town and hires the All-American Rejects to perform. Meanwhile, Clark and Chloe pursue a creature who uses male human bodies as potting mix to procreate, and the hunt intensifies after the creature gets hold of Jimmy Olsen. Lois reluctantly agrees to be Oliver Queen's date to Lex's ball. Lex and Lana consummate their relationship.
→ see also Category:Screencaps from episode 6x03
Chloe and Jimmy are staking out a "good story" at the local make-out point, Lone Pine, when Jimmy suggests they "try to be a little more convincing." Chloe says she wouldn't mind rekindling their relationship, but they should take it a little slower. Jimmy agrees, but then they start making out and are interrupted when they hear a scream in the woods. They go to investigate and are shocked to find a girl impaled on a tree.
At the Kent Farm, Martha asks Clark if he intends to attend Lex's charity costume ball, which he is holding to benefit the families affected by Dark Thursday. Clark declines and the two have a thoughtful conversation about Clark's recent personal losses. Clark says he doesn't feel any different. She disagrees and assures him that his recent losses will shape the person he becomes. Clark contemplates a front-page picture on the cover of the paper of Lex and Lana together, captioned "The Next Lex Girl."
Lex asks Lana to pick out a costume and she brings up the photograph, saying she doesn't want to be his newest arm candy. He tells her he was raised in front of cameras and she can't let it bother her. Lana wonders what happens when Lex actually gets what he can't have and Lex gets angry and gives her an ultimatum, because he wants to be "more than roommates". She says she needs time to be sure, as she usually puts too much trust in people, but Lex harshly replies that she just put too much trust into Clark, emphasizing the fact in a way that makes her feel guilty, stupid and miserable. He says he is done paying for Clark's mistakes and Lana has to decide.
Lois is at the Kents' when she answers the door to a tall, handsome, blond man with a letter from Queen Industries. She tells the messenger that he should aim higher than delivering for the rich and arrogant and shuts the door in his face. When Martha arrives, she realizes that Lois just dismissed the CEO of Queen Industries, Oliver Queen. Lois looks chastised. Later, Lois goes to Oliver Queen's loft apartment with an apology and a gift basket. Oliver accepts her apology... if Lois agrees to be his date to Lex's costume ball. He already even has a costume for her.
Clark goes to the Talon apartment to visit Chloe, who is staying with Lois. She tells him about the couple in the woods and they guess that a metahuman must have killed her. He agrees to help her investigate, then asks what she was doing at Makeout Point anyway. Chloe doesn't have to answer, because just then, Jimmy walks in from a back bedroom. Clark and Chloe arrive at the woods, where a search is already in progress. Clark super-speeds to where Chloe says she found the body and is approached by an attractive brunette who introduces herself as Gloria, from Park Services. She maintains that she's searched this area already, but Clark uses his X-ray vision to find the boy, barely alive under a net of thorny vines. He tries to pull them away from him, but to his shock, they cut him.
Clark, Chloe and Jimmy go to the hospital to read the boy's chart and they see strange pod-looking things on his lung X-ray. Jimmy wants to take pictures and warn people, but Clark and Chloe object until they know what's going on. Jimmy is annoyed that they went to the woods without him and he and Chloe go back and forth about the exact status of their relationship, until Clark reminds them that "now's not the time". Clark points out that LuthorCorp owns a greenhouse right along the woods, but Chloe protests, saying Clark is stretching to blame Lex for personal reasons. Annoyed, Clark rattles off a list of reasons why it's not an unreasonable assumption and goes to the greenhouse. Jimmy is taking pictures in the woods when he encounters Gloria. She pushes him down and vines grow out of the ground and imprison him.
Lex finds Clark in the greenhouse. They argue about Lana. Clark says that she will find out how evil he is. Lex announces that Clark is not welcome on his property and tells him to leave. Lana goes to Chloe's apartment to discuss her relationship with Lex and Chloe patiently listens. Lana admits that she has trust issues, but she really doesn't trust herself. Chloe reasons that Lana can't keep waiting and watching; if she wants something to change, she's going to have to make a decision or take action.
Back at the hospital, Chloe tells Clark that her botany professor could only tell her that the vine was foreign to Earth and it was a female. Just then, the paramedics arrive with a female park ranger's body. When Clark learns that it is not Gloria, he realizes that she is an impostor and speeds away to confront her. Chloe goes to check on the first boy attacked, who has vines growing out of his body and covering the hospital room. She notices the vines around the light switches and plugs are dead. In the woods, Gloria explains that she was put in the Phantom Zone for trying to overtake other planets with her vegetation, and escaped when Clark did. She announces that she intends to go to Lex's nearby party to find other suitors and straps Clark to a tree with her vines. He notices Jimmy, but then passes out. It is then revealed that he was not only tied up by the vines, but he was impaled through the chest.
Chloe arrives at the woods and gets Clark down with a taser. Clark heals and wakes up quickly. Once free, Clark tells Chloe where to find Jimmy and she reveals that electricity kills the vines. She urges him to go stop Gloria and calls the paramedics for Jimmy. When they arrive, she takes matters into her own hands and uses the defibrillator paddles to shock him. He wakes up instantly. Clark arrives at Lex's greenhouse and interrupts Gloria from claiming her next victim, a party guest. She knocks him back with more vines, which grow all around the greenhouse, knocking heat lamps out of the ceiling. Clark uses his heat vision to set off the sprinkler system, which shorts out the lamps and electrocutes Gloria.
At Lex's ball, the animosity between Oliver and Lex is revealed, but Lex stays in a good mood since earlier Lana arrived at the party, to spend the evening with him. At the party's end, Oliver takes Lois home, but she denies him a goodnight kiss, saying he will have to earn it. She challenges him to hit a can off of a dumpster with an arrow and when he seemingly misses, she leaves. Oliver smiles slyly and it is revealed that he did hit the can, pegging the pop tab to the wall.
- Tom Welling as Clark Kent
- Kristin Kreuk as Lana Lang
- Michael Rosenbaum as Lex Luthor
- Erica Durance as Lois Lane
- Allison Mack as Chloe Sullivan
- John Glover as Lionel Luthor (credit only)
- Annette O'Toole as Martha Kent
- Darren E. Scott as Security Guard
- Chelsea Florko as Jenny
- Jake LeDoux as Paul Bennett
- Carrie Anne Fleming as Becky
- Danielle Kremeniuk as EMT #1
- Randal Edwards as EMT #2
- Aaron Grain as Tarzan
- Anna Williams as Monica
- Monica Mustelier as Nurse
- Cameron Park as Photographer
- "Dark" - Telepictures
- "Club Young" - Telepictures
- "I Won't Wait" - Fred Spigelman
- "It Ends Tonight" - The All-American Rejects
- "Ache (Demo Version)" - James Carrington
- Wither is the effect on plants which causes shriveling.
- The title "Wither" may be a reference to Chloe discovering the Zoner's plants wither when they come into contact with electricity. It may also be a play on words, since the archaic "whither" means "to where", a 'where do we go from here?' type of idea.
- Antagonist: Gloria
- Clark uses the following abilities in this episode: super speed, x-ray vision, heat vision, and healing factor.
- Lionel Luthor does not appear in this episode.
- This episode featured the first Phantom Zone villain of the season, aside from General Zod
- The Robin Hood costume Oliver Queen wears to the ball matches the Silver Age Green Arrow costume in the comics and cartoon.
- The invitation to Lex's ball says Dark Thursday Benefit. Lex Luthor cordially invites you to a costume ball benefiting the victims of Dark Thursday. 10.11.06. 8 pm. and gives the address for the Luthor Mansion as 100 Sayour Road, Smallville, Kansas.
- Lex tells Lana that before her, he had never asked any of the women that he had dated to move in with him. However, he asked Helen Bryce to move in with him in Season Two's Fever and Victoria Hardwick stayed with him in Season One. While Lex was under Desirée Atkins' spell in Heat, she also lived with him in the mansion. This is another example of Lex lies and manipulations towards Lana and show the real dynamic of their relationship,
- When Oliver tells Lois he is allergic to peanuts, the jar he hands her says "Almonds".
- After the party, Lex is talking with Lana about their relationship, and he jokes about how his "evil plan" is working. We found out later that Lex actually planned his relationship with Lana since she was still with Clark.
- Amber McDonald (Gloria) co-starred with Justin Hartley in the Aquaman pilot as Aquaman's friend and business partner, Eva.
- Erica Durance went on to appear as Maid Marion in the 2009 film Beyond Sherwood Forest, where the Merry Men face a dragon.
- Forlornly throwing a ball against the wall of his loft was the same coping strategy Clark used when Alicia Baker died in Pariah. It also happens to be the signature trait of one of the prisoners in the movie "The Great Escape", a film about prisoners who escape from a Nazi camp and are almost all either killed or brought back. The last prisoner is returned to his cell, where he immediately picks up his good old American baseball and starts throwing it against the wall to pass the time.
- Gloria escaped from the Phantom Zone in Zod.
- Oliver asks Lex about "the old gang," referring to their history together at Excelsior Academy. This is later shown in Reunion.
- This is the first episode since Oracle that Lois appears in where she isn't in any physical danger.
- This episode marks the 40th appearance of Clark's red jacket & blue shirt outfit, which he wears frequently throughout the series.
- The All America Rejects are the third mainstream band that Lex has hired for an event, with the first being Remo Zero in Tempest and then Lifehouse in Spirit.
- Chloe tells Clark that "not even Obi-Wan's lightsaber can do this," a reference to a weapon used in the science fiction franchise Star Wars. It can cut through almost anything.
- Clark: Where exactly did you find the body?
- Chloe: Just up the road about a quarter-mile. (Clark super speeds away) Well, I guess I'll meet you there.
- Clark: (about Jimmy) Is he always that fired up?
- Chloe: You should see him when he's on his tenth cup of house-drip.
- Chloe: Okay, call me the advocate of the devil, Clark, but don't you think pointing the pitchfork at Lex is a little bit of a stretch?
- Clark: He had his hands on the Kryptonian ship. He was possessed by Zod. He nearly destroyed this planet. If the horns fit...
- Chloe: Okay, fine. I'm just saying you might want to check your personals at the door.
- Clark: A strange vine has cropped up over the ridge at Lone Pine. It's attacking people.
- Lex: And naturally you came to my little shop of horrors to foil my ingenious plot to repopulate the planet with vegetation. Sorry, Clark. I'm all out of evil. Lana must be a calming influence on me.
- Oliver: (he holds out a can of peanuts) Peanuts? I'm allergic.
- Lois: I'll try and remember that. Look, Martha Kent is a sterling Senator, and um I would be devastated if...
- Oliver: (he holds out an apple)
- Lois: Childhood bobbing trauma?
- Party guest: Who the hell are you?
- Clark: The gardener. Get out!
- Clark: You can't go home, I can't let you stay. What are we gonna do?
- Gloria: We'll have to let nature decide.
- Oliver: Lex Luthor--(sees Lana)-- with a girl that he doesn't have to inflate.
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