Clark stumbles upon a robbery of a LuthorCorp truck carrying kryptonite and is stunned to realize he can't stop the thieves because they are as strong as he is. To keep Clark from going to the police, the thugs attack Jonathan and Martha, leaving Clark feeling powerless and desperate for a way to protect his parents.
→ see also Category:Screencaps from episode 2x20
At the Talon, Lana tells Clark that she is planning to invite the Smalls to her equestrian show this weekend. Chloe arrives to give Clark a hard time about not turning in his story about the debate team. Clark tries to apologize, but Chloe can't let it go. She's very upset that Clark always puts Lana first. Her words are harsh, and Clark quits the Torch.
Two guys with crossbows stand in the middle of the road with alien masks on, waiting for a cargo van. When it approaches they shoot the van. The crossbows were loaded with tow cables. When the van reaches the end of the cable, the guys pull hard and flip the van over. A third guy approaches in a truck, and they are just getting ready to unload it when Clark comes up on the scene in his pickup. Clark grabs one of the guys arms and notices a Smallville High School class ring before the guy pulls the door off the van and sends Clark flying 30 feet. Clark uses his X-ray vision to see a plate in the guy's head. The three guys unload whatever was in the van and drive off in their truck.
At home, Clark tells his father that the beating he took really hurt. He left the scene before the police arrived, but his father thinks he has an obligation to report the crime, but Clark isn't eager to interact with Sheriff Adams
The next day, Clark checks out everybody at school for a metal plate in their head. Finally he spots Eric Marsh. Pete tells him that Eric has the highest batting average in Smallville High history. He's responsible for getting the sponsorships for the new uniforms and equipment, and scouts have added Smallville to their route, but he used to be really terrible. Clark suspects he's using steroids or something.
At the Luthor Mansion, Lionel has arrived to congratulate Lex on his engagement and to complain about the robbery of his truck last night. Lex is appalled that Lionel would suspect him, but he is intrigued that he would come all the way down to Smallville to investigate.
At the Talon, Henry Small drops by, as he often does, and Lana invites him to the equestrian show. He accepts enthusiastically, but Jennifer will not coming with him. She has never really accepted Lana, but Henry is confident that she will come around when she gets to know her.
Clark discovers that Eric Marsh was a star chemistry student before he turned his attention to baseball. He was injured in an explosion at Kansas State University last summer during chemistry camp. Chloe and Clark bicker again. Clark says that every time Chloe sees him with Lana she looks at him like he's cheating on her. Chloe denies this, but says that if that's how he feels, then they shouldn't spend any time together at all anymore. Clark answers by turning his back and walking out.
Clark follows Eric to a foundry where he finds the other two guys heating the refined meteor rocks they stole from the LuthorCorp truck and pouring it out into glass vials. When they find Clark snooping around, they overpower him, work him over a little and then throw him into the blast furnace. Fortunately, the guys load up the kryptonite and drive off with it. When it is out of range, Clark is able to throw open the furnace. His burns heal in seconds, but his clothing does not survive.
He arrives home smudged with soot and wearing some coveralls he must have found in the foundry. He explains how the guys are inhaling the kryptonite to enhance their strength. They know that they have to tell the police, but they are worried about exposing Clark's secret. The next day, the sheriff arrives to arrest Eric. An anonymous tip led them to search his locker, which contained an alien mask, which the driver of the truck identified as the same as those worn by the guys who robbed him. Eric knows that the anonymous tipster was Clark.
Lana and Chloe are in the car when Chloe tells Lana that she and Clark have put their friendship on hold indefinitely. While waiting for a light, Lana spies Jennifer Small on the sidewalk, kissing another man. Jennifer turns and sees Lana watching. At the Talon, Jennifer explains that the man was just an old friend, but he is also her divorce attorney. She is divorcing Henry because he spends too much time with Lana.
Chloe arrives at the Smallville Medical Center to try to interview the LuthorCorp driver, but he has not regained consciousness. She snaps a picture and is surprised to find Lionel sitting in the room waiting for the driver to wake up. She's even more surprised that Lionel knows her name. He claims that he has been following her career for years, but he was particularly impressed with today's front-page scoop. Lionel tells her that it was never a secret that the truck belonged to him. He leaves a handwritten note for the driver and leaves. Chloe swallows hard and follows after him, asking him about the stolen contents of the truck. He dodges her questions and she lets it go.
Clark arrives at the Talon to talk with Lana. He tells her about getting into a fight yesterday and she tells him about her visit from Jennifer. Clark encourages her to tell Henry what's going on, so he can try to salvage his marriage. Lana suggests he take his own advice and patch things up with Chloe. Clark tries to explain, but he can't bring himself to tell Lana that she's the reason that this relationship is ending, too. Lana doesn't back off. She insists that his friendship with Chloe is too important to him to let it go. Clark finds Chloe at the Torch. It's been completely ransacked. Chloe is inconsolable. She storms out. As Clark follows he runs into Eric Marsh. Eric made bail ($250,000) with the help of Lex Luthor. Lex wants to know what Eric stole from his father's truck. Clark accuses Eric of trashing the Torch. Eric threatens to hurt Clark's parents if he testifies against him. Clark super speeds home to find his parents tied up against the wall in the barn 20 feet in the air. The place is a wreck. Clark gets them down and starts putting things back in order. He convinces his father to go to Metropolis for a few days. Jonathan reminds him that the guys only have his strength, but they don't have his other abilities.
Clark goes to the mansion to confront Lex about springing Eric. He tells Lex that Eric hurt his parents. Lex is truly sorry, but he had no idea the Kents were involved with Eric in any way. He tells Clark that the truck was full of refined meteor rocks. He suspects his father has resumed his Level Three experiments. Lex wanted to follow Eric to find the meteor rock, but he beat up the security guard he had on him.
They hatch a plan to lure Eric to rob an empty truck, but Lex refuses to involve the police. He still wants to find the meteor rock, so just as the plan starts in motion; Clark hits Lex over the head, rendering him unconscious. Eric hijacks the cargo van and drives it to a warehouse where his buddies are waiting. When they open the truck, they find Clark inside. At first, the three of them seem to get the upper hand over Clark, but then he uses his heat vision to drop a load of steel pipes on one of the guys. Then he uses his super speed to get around behind the other guy and wrap another pipe around him before he can react then Eric picks up a concrete barrier and smashes it on Clark. Clark then throws Eric into some pipes which then knocks Eric out.
Pete helps Clark bury the refined meteor rock out in the woods. The next day, Clark arrives at the mansion to congratulate Lex on the success of his plan. Lex tells him that his people had nothing to do with it. Clark asks if Lex knows who did it. Lex says that he has some suspicions about it. Lana meets with Henry Small at the Talon and tells him that his wife is hiring an attorney and he needs to spend more time with her. She goes out to the Kent Farm to talk with Clark. He convinces her that she should ride in the show anyway.
Lionel shows up at the Torch as Chloe attempts to put things back together. He suspects that the same people who robbed his truck are responsible for vandalizing the office. Chloe is not convinced. Eric has confessed to the robbery but not to the vandalism. It doesn't make sense. Lionel is intrigued by the Wall of Weird, then he announces that his foundation will be making a donation to the school specifically earmarked to rebuilding and updating the journalism department. He also offers her a column in the Daily Planet. Although she asks repeatedly, he is unclear as to why he is so interested in helping her.
- 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
- Woody Jeffreys as Jack
- Eileen Pedde as Jennifer Small
- Nick Harrison as John
- "No Room to Bleed" - Ben Lee
- "Swing, Swing" - The All-American Rejects
- "Anybody Listening" - Marty Irwin and Peter Northcote
- "Safe Enough to Wake Up" - The Ben Taylor Band
- "The World Outside" - Paloalto
- "No Blue Sky" - The Thorns
- "Gone Away" - Stretch Nickel
- "Chariot" - Gavin DeGraw
- A witness is someone who views or experiences an event, specifically a crime.
- The title refers to the opening scene where Clark witnesses Eric and his Goons stealing refined kryptonite.
- Antagonist: Eric Marsh
- Clark uses the following abilities in this episode: invulnerability, healing factor, super strength, super speed, X-ray vision, and heat vision.
- Clark used his x-ray vision the most in this episode than any other, not counting "X-Ray".
- The vandalism to the Torch included a broken pillar. This would have required heavy machinery or super strength to achieve and would have rendered the room (and the rooms above it) unsafe for students.
- Chloe and Lionel meet for the first time in this episode.
- This episode marks the 7th appearance of Clark's Red jacket/Blue shirt outfit.
- When Clark confronts Eric at school, one can spot a male extra in the background. He reappears in "Truth", where his character is given the name Thomas "Fitz" Fitzpatrick. He also appears among the Smallville High alumni in "Homecoming".
- Interestingly, after this episode, Henry Small is never seen nor referred to again for the rest of the series.
- Lionel would change from his guise of help to outright blackmailing Chloe into working against Clark for him in later episodes.
- Pete: (to Clark) You mean Eric Marsh? You really need to pick up a sports page.
- Lana: (to Chloe) Okay, the only time you're this quiet is when you're sleeping. What's up?
- Chloe: There is no "we" anymore Clark! There's only me! And this paper was my whole life! It was the one place I could come to when everyone and everything let me down, and now, I don't even have that anymore.
- Clark: I went to go talk to her, but I think this whole Torch thing put her over the edge. She told me to go away.
- Lana: You two will work through this, Clark.
- Clark: I hope so. I miss her already.
- Lex: (to Lionel) Are you insinuating that I had something to do with robbing your truck? (reproachfully) Dad, that would be illegal.
- Chloe: Mr. Luthor, I'm confused. I mean, the struggling editor in me wants to just leave it at "Thank You" but... the journalist in me has to ask, "Why?"
- Lionel: We're after the same thing, Miss Sullivan: the truth. You know, um, journalists are the midwives of history. Perhaps, with my help, we could, uh... make history together.
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