| Synopsis | - The aliens re-appear, announcing that in order to bring all to a whole; to make right what is wrong, they must change what is changeable and adapt the adaptable. All that cannot or will not, must be eradicated. It is their prime function, and it is what they were created to do. At this, Superman demands to know who created them. They respond as one that their creator is Superman himself.
- Back at the ruins of Clark's old apartment block, the tramp and guard sneak past the police barricades, attracting the attention of two on-duty officers. They realize too late that the intruders are not what they seem, and soon become victims of another alien attack.
- With reporter Heather Kelley missing after yet another alien attack, Miko Ogawa and Jimmy Olsen aren't faring well in their police interviews. Despite the obvious holes in their story with regard to how she disappeared in the wake of the alien's apparent defeat by Superman, the police are forced to accept the fact that the pair don't know any more than they do.
- Within minutes, Commissioner Corporon barges in under orders from Mayor Morrisroe to have Superman released. The Commissioner apologizes for Lt. Casey's actions, referencing a desire to avoid a situation like the one which occurred five years ago. Rather than have the Commissioner clear the paparazzi outside, Superman merely flies away, without giving comment.
- Superman's own questioning isn't going much better. He claims to have seen Heather somehow being used by the alien ice-creature. However, he doesn't have any idea what happened to her after he used his heat-vision to drive off the alien. Lt. Casey begins to suggest that Superman is somehow responsible for all of the alien attacks over the last week. Fortunately, an Officer Farrington interrupts to point out that Heather has reappeared, being interviewed on Billy McCoy's talk show. Live on TV, Heather explains how Superman had tried to free her with his heat vision, and had asked her to forgive him for putting her at risk.
- At PGN Lois, Jimmy and Miko all have mixed feelings. Miko behaves smugly about her ingenuity in having uncovered Clark's lie by tracking his phone's GPS device. Jimmy is worried for his friend, as Clark has never lied to them before, and never about mourning his family. Lois has been concerned about Clark for weeks, as he seems to have isolated himself from his friends of late. After Jimmy and Miko head back to the station with orders not to mention Clark's behavior, Lois examines a photo she's found of Superman leaving the Smallville Cemetery just moments before the alien attack. She can't help but wonder whether something is going on between the Man of Steel and Clark.
- Suddenly, Clark finds himself in his Superman uniform and back at his old apartment building, surrounded by the three alien creatures he encountered before. The creatures reveal that they had been trying to communicate with him before, but their linguistic programming was broken and so they had to resort to a psychic interface to link their four minds together. This interface itself is shaky, and they are in constant need of re-calibration leading Superman to realize they are somehow mechanical.
- On the set of Billy McCoy's Real McCoy Show, McCoy tries his hardest to spin what Miko, Jimmy, and Heather have told him into negative press for Superman. When he tries to delve into Clark Kent's involvement in the story that Heather was supposed to be covering, she claims on-air that Clark had nothing to do with the story, despite records to the contrary. Clark, who has been standing offstage waiting for her, is understandably surprised.
- As Superman changes into his street clothes, he can't help but wonder whether people like Lt. Casey are right - that he is responsible for these creatures' appearances in Metropolis. He gets a call on his phone from Lois Lane, who wastes no time in demanding that Clark reveal why he claimed that he was in Metropolis when he was actually in Smallville at the time of the last attack. Clark ends up admitting that he was visiting his parents' graves, and had forgotten about his appointment with Heather. His excuse is that his plane when he was frozen like everything else upon arrival in Metropolis. Clark cuts off the discussion, explaining that he needs to apologize to Heather in person at the TV station. As Clark races to the station, he fails to notice the security guard and tramp - hosts for these alien creatures - skulking in the shadows, nor does he know that they are now able to read his thoughts.
- Back at the studio, Billy takes a commercial break and approaches Clark, seething with rage that his big story has fallen flat on the air. Billy has seen the records of Clark's talks with Heather in preparation for the story, and doesn't believe her claim that he was not involved. Clark uses his earlier phone confrontation with Lois to his advantage, admitting that he was in Smallville. Heather intervenes, daring Billy to call them both liars as she leads Clark away. Miko, meanwhile, would readily accuse both reporters of lying, given what she's seen.
- Frustrated, Superman attacks all three of the aliens, causing numerous 'flaws' in their reference matrices. Despite the appearance that he has defeated them, he hears a thought in his head suggesting that the creatures are commencing some kind of merger. Soon after, a swarm of mechanical insects congregates before him, and it keeps coming, no matter how he tries to destroy them.
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