The rural garage. We pan across the back of a car to show an Arizona license plate. Dax-Ur, an older gent with a balding pate and gray hair, asks how Clark came from Krypton if the portals were destroyed. Clark says that his father built a ship and sent him to Kansas. You could call it prenatal punishment. "Daddy!" yells a small boy as he enters the garage. Dax-Ur picks up the boy, Max. His wife, Grace, also comes in. She's pretty hot. Old Dax-Ur did pretty well for himself. We could speculate on the biology of Max, but the kid may have been adopted. "You have a family," says Clark after they leave. "You live like a human." Clark says he heard the only way for a Kryptonian to do that is with blue Kryptonite. Dax-Ur rolls up his sleeve and shows Clark a butt-ugly watch with a giant, obvious, light blue stone on it. Homeboy couldn't have sculpted it a little? Dax-Ur says that he didn't put the watch on overnight. (Neither would I; it looks like ass.) He sounds regretful that his work helped to create Brainiac. He realized too late that his technology (or his SCIENCE!) could lead to the destruction of worlds. Dax-Ur says that's why he left Krypton. He came to Earth to study the sun's effect on Kryptonian minerals. Dax-Ur walks out into the light and says that it was the sun's effect on him that really mattered. He became a Kryptonian sunny delight. He wanted to save the human race. Clark says that it must have been difficult for Dax-Ur to give up his abilities for Grace. "I knew in the span of a heartbeat," Dax-Ur tells him. Clark asks if he's got any more blue Kryptonite. He's totally jonesin'. "What's her name?" Dax-Ur asks. Clark looks embarrassed. Dax-Ur tells him it's all right: "It's not every day a fellow Kryptonian asks me for help." Dude is pretty cool. Clark looks relieved.
Lana is at Oliver's place. Bizarro, of course, shows up just as Lana is trying to call by cell phone. She asks if Papa Luthor was any help. Bizarro tells her that Brainiac and Bizarro are now working together. They hug as Lana accepts blame for all this. Lana glances in a window and sees in the reflection that Bizarro's face has changed in the sun. She tries not to let it slip that she knows something. Bizarro says that they need to get her out of there. Lana says that she needs to go get her bag. Bizarro smiles creepily.
Arizona. A wind blows an absurd tumbleweed nearby as Clark puts a giant hunk of blue rock into a little lead case. He puts a look of determination on his face, and then whooshes out.