Clark rescues Lana from the storm, but discovers that the spaceship is released, while Jonathan is buried alive with the unscrupulous reporter who discovered Clark's secret. Meanwhile, Lex is wracked with guilt over his critically injured father.

While his father is awaiting surgery, Clark befriends a young boy, Garrett whose brother Vince just died from liver failure. However, everyone is shocked when Vince shows up alive and seemingly well - until his liver starts failing again. In a desperate attempt to keep his brother alive, Garrett straps a Kryptonite bomb to himself and demands that Vince be given Jonathan's liver or he will blow up the building.

A Luthorcorp experiment is released into the atmosphere - a toxin that causes its victims to hallucinate their worst fear. Chloe, Clark, Lana, and Jason all fall fictim to the toxin, and Lex, desperate to find a cure, takes a dangerous antidote. Meanwhile, Lionel is released from prison and his conviction overturned thanks to a mysterious benefactor.

Lex is given an envelope with damaging information that will destroy Jonathan's life and must decide whether he will use it as it will also bring harm to Clark and Martha. Before he can decide what to do, Lex is shot and falls into a coma. He dreams that his mother visits him and shows him the life he could lead if he walks away from his father and LuthorCorp. In this alternate life, Lex is happily married to Lana with a baby on the way. Meanwhile, Chloe asks Clark to use his powers to deliver Christmas presents to needy kids.