Talky talky Clark and Lana scene on the benches. Lana is reading the book Jocko gave her, Confederacy of Dunces. Ah, I do so love the story of the UPN. It is revealed that sometimes Jocko surprises Lana with his sweetness, and that Lana is giving up control of her party to Nasty Nell. Clark asks if Lana has ever had a good birthday because she seems so anti. She says she did. When her parents were alive, they took her to a drive-in and there were Bugs Bunny cartoons before the movie. She got to sit in the front seat and felt all grown up. You know, before they became a cushion for an earth-bound meteorite. Much silly grinning from Clark. I taste cotton candy.

As Clark and Lana talk, we see Cellulita and MeanDustin walking by the bleachers and down toward the boiler room of the stadium. They're holding hands and all giggly. Poor Sneaky Pete. Cellulita takes off her jacket, thrusting her chest forward as Dustin gets all bad boy on her, saying nobody's going to see them. He comes up from behind her and starts trying to unbutton her pants. He asks if she really thought he meant that stuff when he said she was -- "Fat?" she interrupts. He does a Butthead "huh huh" at that. Cellulita guides his hands to her zipper as she tells him that he called her names and made her cry. He's not even listening right now. He's got "I did it all for the nookie!" playing on an endless loop in his head. "Wishing I was dead rather than fat," she says, and now I'm all sad. "Well, what can I say?" MeanDustin says, with his stupid smile still on his face. "You can say you're sorry," Cellulita tells him. She turns around and does her huge gaping maw face as suspenseful music plays. MeanDustin finally stops smiling. The taste of sour grapes pervades the scene.

Outside, Clark is walking along with the show's theme song in his head when he superhears a cry for help. He walks toward the boiler room as foreboding music plays. He uses his X-ray vision and sees two skeletal figures inside struggling for supreme control of the anatomy class skeleton stand. He rushes inside at blur speed, kicking open the door as he goes. He stops and does this hilarious look-see pause at the middle of the stairs, like he thinks he's Secret Agent Man. He passes by some ominous-looking yellow pipes. Someone (Cellulita) turns a wheel, and steam suddenly shoots out at Clark. I thought she was hungry, not homicidal. Clark just reaches out nonchalantly and twists the thin pipe so it's facing up. Somewhere, Lex just got an itch. Clark is suddenly grabbed by the shoulder from behind. He throws the hand off and then gets a good look. It's MeanDustin. Only he's been sucked of all fat and now he's…TOM PETTY! "Help…me…" he moans. And then he starts singing "Free Fallin'." Clark looks grossed out. We go to commercial. This scene was a SlimFast shake.