What's up with Lionel: Lionel has a month before his liver gives out on him and he will die. Lex comes to visit and Lionel tells him he has regrets. His biggest is he never told Lex he loved him, he extends his hand. Just as Lex is about to take it, Clark bursts in and sees that Lionel has something in his hand, he pushes Lex out of the way and Lionel and Clark clasp hands. When they're pulled apart, they've switched bodies, now Clark (in Lionel's body) is hauled back to prision and Lionel (in Clark's body) walks free.

What's up with Lionel (in Clark's body): Lionel slowly begins to realize why Clark's been so secretive. He discovers his super strength, speed and all his other new powers. Needless to say, Lionel is giddy. His arrogance grows and he begins to destroy Clark's relationships with everyone in Smallville.

What's up with Clark (in Lionel's body): Lionel's cellmate, Edgar, is shocked to find that it's Clark, not Lex who's in Lionel's body. Turns out Edgar's a mathmatical genius who Lionel had framed so he'd be in prision to help him find Kryptonian artificats and dycypher their symbols. Lionel's been scowing the globe for artifacts and eventually found the one they used to transfer bodies. Meanwhile, thugs are threatening his life and in Lionel's body, he has no defense.

What's up with Lana: Lana's been researching the countess from France and after she tells Jason what she knows, they kiss. Lionel (in Clark's body) hears them and busts in, smugly telling them he knows all about them and walks off leaving them dumbfounded. When Lana confronts Clark (Lionel) he kisses her and she storms off.

What's up with Martha: Martha notices that Clark's (Lionel) eyes are different. Lionel (Clark) gets Martha to come see him in Prision. She doesn't believe it's him until he recants a story from when he was 6-years-old. She's shocked and Clark tells her what's happened. He warns her Lionel came to see him and Lex is in trouble.

What's up with Lex: Lionel tries to get his hands on the $57 million he had before he went to prision. Dispite all his attempts, he realizes Lex has taken it. He's furious and in Clark's body confidently strolls into see his son. Lex realizes that it's not Clark talking. When he draws a gun on him, Lionel uses his new super speed to evade the shot and take Lex down. As the talk, Lex realizes it's his father talking.

How it ends up: Just as Lionel is about to kill his son, Martha walks in with a piece of kryptonite, saving Lex's life. A confused Lionel attacks Jonathan demanding he tell him what weakens him. Jonathan, knowing it's not Clark, Jonathan divulges nothing. When the phone rings, the answering machine picks up Edgar, telling Lionel there's a problem.

When he gets back to prision, Edgar tells him that the transference will eventually come to an end. The only way for it to be perminate is if Lionel kills his old body. Clark fights a thug in prision and a riot breaks out. During the riot, Lionel and Clark meet with Lionel using his new body to manhandle Clark. While he's being grabbed, Clark reveales the artifact and the two switch back to their original bodies. The artifact is lost, but Clark's back to himself.

A doctor tells Lionel that his liver is entirely desease free and he has no idea why. Lionel tells him that he's not the same man he was. Clark now has to deal with rebuilding the relationships Lionel destroyed while he was in Clark's body. Chloe tells him to seek metal help, Lana is flat out mad, and Clark learns of her relationship with Jason. He's a bit taken back, but agrees to keep it a secret. Lana's still not happy with him. Lex is the only one not mad at Clark. He thanks Clark for saving him. Clark asks him to help Edgar, he agrees and Edgar is free. A woman is waiting as he leaves prision and he gives her the artifact.

CLARK AND LIONEL SWITCH BODIES -- Clark hears a painful ringing sound in his ears and is drawn to the prison where Lionel is being held. When he sees Lionel attempt to stab Lex with a strange glowing stone, Clark grabs for the stone causing the two men to switch bodies. Learning his new body has super powers, Lionel immediately begins wreaking havoc on Smallville. Trapped behind bars without his powers, Clark must figure out a way to get his body and powers back in order to save his friends and family.
Kristin Kreuk, Allison Mack, Jensen Ackles, Annette O'Toole and John Schneider also star. James Marshall directed the episode written by Todd Slavkin & Darren Swimmer.

Proving that there is life (a tiny, tiny amount of life) in the body-switching fantasy genre, Clark's body is hijacked, not by Lex, but by his father, Papa Luthor, who is only supposed to have a month to live because of his failing liver. Papa Luthor has discovered, with the help of a Rain Man-like savant in prison, that a Kryptonite-symbol-encrusted artifact can facilitate the body swap. Intending to switch bodies with Lex, Papa Luthor accidentally touches Clark, and before you can say "Face/Off," Papa and Clark are walking a mile in each other's moccasins. Papa-as-Clark pisses off Chloe and Lana with unwanted advances (and even has a little nasty moment with MamaKent). Clark-as-Papa gets his ass kicked in prison. Lex and MamaKent each figure out what's going on and try to help, but it's ultimately Clark who gets out, in a clever twist: Papa Luthor thinks that if he kills off his old body, he can keep Clark's (and these cool new powers he's discovering) forever. Bad move: Clark has the artifact and switches back. There is one side effect, though: Papa Luthor's liver has been cured. Hooray for not killing the character off! At show's end, Clark has inadvertently quit the football team and alienated all the girls in his life. Sucks to be Clark. But then, doesn't it always?

Remember the three crystals, or artifacts, that have been mentioned frequently this season? Lionel found one of them in a Mayan statue that’s tied to some legend about body-swapping. Given the simmering homoeroticism I’m used to on Smallville, the words "body" and "swapping" have entirely different meanings. Lionel, living on borrowed time as it is, latches on to any feeble hope he can. So he plans to switch places with Lex. It’s too bad he doesn’t count on the crystal calling to Clark like the one Lex found in "Crusade".

Clark shows up and gets between Lex and his father, only to wind up surrendering his body to Lionel. That sentence is a lot dirtier than intended, but I digress. Tom Welling did an excellent job of mimicking John Glover’s rhythm and delivery. I was floored. It’s not the best acting I’ve ever seen, but it’s easily twenty times more than I expected from Tom Welling after this first fives episodes of Season Four. John Glover’s portrayal of Clark was nothing less than hilarious. He nailed every single flaw in Welling’s delivery and Clark’s personality. I laughed my head off with each line reading. Bravo.

Lionel soon discovers Clark’s powers one by one. The most disturbing of which was heat vision. While talking to his mother, Lionel begs off a hug from Martha and in mid-embrace his eyes ejaculate pure arousal and set something in the yard on fire. Knowing what we do about heat vision and its connection to sexual arousal, it’s a wonder this scene made it past the censors. It’s nothing short of incestuous. Again, bravo. With his newly discovered powers, all Lionel needs now is money. Which he tries to get from his Swiss Bank Account. Unfortunately, Lex cleaned that account out ages ago. When Lionel tries to coerce Lex into giving back the money, Lex realizes exactly what’s going on and barely manages to be saved by Martha and her convenient chunk of Kryptonite. Lionel, fearing his weakness, attacks Jonathan to find out what causes it. It fits in his character that he’d flee from the source of his weakness and study it rather than stick around and risk exposure again.

While in Prison, Clark discovers the down side of being someone’s bitch. He’s trapped in an aging, dying body and surrounded by lunatics and murderers hell bent on taking a piece out of him. Though he defends himself admirably and wins a fist fight with a two ton troglodyte, he still has to find a way to get his body back. His answer comes in the form of Lionel’s cellmate, Edgar Cole. Edgar was framed for embezzling school funds at the university where he worked as a cryptographer. Clark realizes quickly that Lionel must have set Edgar up in the hopes that he was the one man alive who could translate the cave walls. His gamble paid off. Edgar was able to decipher several glyphs, including the one on Lana’s back. It’s the symbol for Water, or Transformation. The symbol for Crusade also represents Fire, and Clark’s 8-Shield symbol represents Air. The three combined lead to that "treasury of knowledge" everyone’s got a hard on for. Clark convinces Edgar to help him lure Lionel back to the prison, and the ploy works. (more ...)

Upon arriving at the farm, Jonathan soon inadvertently reveals that Clark has superpowers. In his cell, Clark-in-Lionel discovers Lionel's obsession with Kryptonian artifacts and that Lex's cellmate helped to get it from a Mayan sun god's ruin and decode the symbols. The cellmate warns Clark that Lionel is dying. Lionel-in-Clark accesses his accounts but fails the voice verification test. Lionel begins to move in on Clark's life, dropping off the football team

Clark is trying to persuade Lionel's cellmate Edgar to get him out but the other prisoners hold him up for money and threaten to kill him if he doesn't pay up. Lionel can't get into the LutherCorp computers since Lex changed the passwords, then starts hitting on Chloe to build her up before dumping on her. Lana is conducting more research on the Countess Thoreau, who may have been her ancestor, and Lionel overhears Lana and Jason talking and checks them out. Then he goes to visit with Clark-in-Lionel and forces him to record the numbers for the accounts or he'll kill Lex. Clark gives up the numbers but the money has been removed by Lex. Lana comes visiting and he hits on her and she leaves in disgust.

Martha visits with "Lionel" in prison and he convinces her he's really Clark. Lionel goes to visit Lex and demand "his" money. When Lex tries to shoot him, Lionel grabs him but Martha shows up to hit him with the kryptonite – when she goes to Lex, Lionel escapes. Martha calls Jonathan to warn him but Lionel gets there first and tries to force him to reveal his weakness. But Edgar gets a call through and tells Lionel to come visit. Edgar reveals that the transference will end and Lionel wants a way to make it permanent – only murder might work, if Lionel kills his own body.

The inmate prepares to kill Clark-in-Lionel and Clark manages to beat him. In the confusion a riot breaks out and Lionel goes off after Clark. But Clark has the rock and hits Lionel-in-Clark. The two switch back and the rock is lost in the mayhem as Lionel sees Clark in a glowing gold light. When the prison guards break up the riot Clark escapes and Lionel goes back to his cell.

Clark tries to put his life back together and reveals he put the Egyptian artifact in the cave wall and there are two other openings. Lionel discovers that somehow the transference cured his liver disease and apparently has no memories of the last few days, and seems to have become a "new man." Lana inadvertently reveals that she's involved with Jason to Clark. Lex is understandably reluctant to meet with Clark but Clark convinces him he's really Clark and Lex has put (most of) it together. Clark asks Lex to help out Edgar, who was framed, and he gets out. It turns out that he's working with Dr. Swann's assistant Bridgette Crosby and he turns the transference-stone over to her.

Lionel (to Lex): I have done many things in my life i've come to regret... i've never said 'I love you.'

Lionel-in-Clark: Let's get outta here Lex - now!

Lionel-in-Clark: Do you ever feel guilty, sending your father to prison, I mean.
Lex: Clark when did you become president of my father's fan club?

Jonathan: Are you sure you're alright?
Lionel-in-Clark: Never felt better.

Clark-in-Lionel (to himself): If he's dying... that means... I'm gonna die.

Lionel-in-Clark (to Martha): I just wanted a change. I'm bored with plaid.

(While hugging Martha Lionel-in-Clark sets a tractor on fire with his heat vision) Martha: Jump down there and put it out?
Lionel-in-Clark: Put it out? How?
Martha: With your hands...

Tattooed Inmate (to Lionel-in-Clark): Don't play me Trump. I'm doing three life terms for murder. What's one more?

Chloe (to Lionel-in-Clark): What, is flannel too five minutes ago?

Chloe (to Lionel-in-Clark): Who pulled a Paul Bunyan on the desk?

Chloe (to Lionel-in-Clark): Has the Lionel Luthor alert suddenly been elevated to orange?

Chloe (to Lionel-in-Clark): I think our quarterback has been sacked one too many times.

(Lionel-in-Clark walks in on Jason and Lana kissing) Lionel-in-Clark: Oh please, don't stop on my account... you're young, vital, you have needs. Right coach?

Lionel-in-Clark: A man would travel around the world to pluck your succulent fruit.
Lana: Who the hell do you think you are?
Lionel-in-Clark: Clark Kent. Of course.

Lionel-in-Clark (to Lex): All I wanted was the best for you and you destroyed me.

Tattooed Inmate (to Lionel-in-Clark): There's no overtime here, but there is sudden death.

Lionel-in-Clark (to Clark-in-Lionel): I'm sorry. Only one Clark Kent allowed.

Doctor (to Lionel): Mr. Luthor, your liver is completely disease free.

Chloe (to Clark): I think you should go and look for help... psychological help.

Lana (to Clark): After everything you’ve put me through, can you at least keep this secret? It seems to be the one thing you’re good at.

Lex (to Clark): If I can manage to put a guilty man in prison, maybe I can get an innocent one out.

Lionel tells Lex he wanted to tell him he loves him before he dies, but really he has a Kryptonian artifact (with Lana’s tattoo symbol on it!) ready to use to switch bodies with him. Clark, at home, hears a loud ringing sound and speeds off to check it out…leading him to the very same artifact, where he grabs Lionel just before he gets Lex, and they end up switching bodies. Kryptonian technology…what a hoot. Everyone notices ‘Clark’ is acting strangely, but they attribute it to other things, while inside his body, Lionel discovers his powers one by one: Jonathan asks him to lift a tractor, his heat vision goes off while hugging Martha (on whom Lionel has a crush…kinda creepy, there), etc. Back in the state pen, Clark, as ‘Lionel,’ finds out from his cellmate, Edgar, that he’s dying and that Lionel wanted to switch bodies with Lex. The cell walls are covered in Kryptonian symbols, which the brilliant Edgar (who claims he was framed, became Lionel’s cellmate, and now has Lionel’s lawyers trying to help him…hmm) helped him to decode.

Meanwhile, Lana and Jason are still trying to figure out, uh…(yawn, where was I?)…oh, yeah…the tatoo thing…something about her ancestors being from the same town in France as Countess Theroux, and she was burned as a witch or something. He’s going to help her find out what’s going on, and to show her he once again kisses her in his school office (!), only this time Clark walks in on purpose because he overheard them. Uh oh, Luuuucyyyy…you got some ‘splainin’ to do. Lionel has some fun as Clark, both using his powers and exploiting his looks and relationships, including coming on to Chloe, then saying You wish and walking off. When Lana comes to talk to him about Jason, he tries to kiss her and she storms off. But when he tries to get 57 million dollars from a Swiss bank account, the voice doesn’t match, so he has to force Clark to record the info on tape, threatening to kill Lex if he doesn’t. Unfortunately, when he does access the account there is only couple of dollars left because Lex cleaned it out.

Martha visits ‘Lionel’ in prison and he tells her a story to prove he’s really Clark. She rushes over to Lex’s mansion just in time to save him (using Kryptonite) from ‘Clark’ choking him to death, although Lex quickly realizes it’s really Lionel. ‘Clark’ somehow still manages to speed off, and Martha’s unable to warn Jonathan in time, so he tosses him around trying to get him to say what his weakness is. But just then, Edgar leaves a message on their machine saying he needs to talk to ‘Clark’ immediately. Lionel races to the prison to find out that the transference is only temporary and he’ll have to kill Clark to make it permanent. Clark, in Lionel’s body, is being attacked by some thugs, but manages to hurt the ringleader and start a prison riot. Lionel speeds in and starts to choke him when Clark uses the artifact to switch back and speed away. Later, the prison doctor tells Lionel his liver is completely disease-free and he claims (convincingly) to be a changed man. Clark, meanwhile, has to try to clean up the chaos Lionel left his personal life in, and doesn’t do a very good job of it. He tells his parents about the first artifact, which they’re upset about. Chloe won’t listen to him and Lana begs him not to tell anyone about her and Jason (which, of course, comes as a shock to him). Clark has to prove to Lex he’s himself, then Lex says he saved him and asks about the super-strength, which Clark says must have been a side effect of the transference. He asks Lex to help get Edgar out of prison, but when we see Edgar leaving, the limo he gets into belongs to Bridgette Crosby, Dr. Swann’s assistant, and he gives the artifact to her. (more... )

Song: "Pain"
Artist: Jimmy Eat World
Album: Futures

Lionel's Kryptonian artifact has the same symbol on it as Lana's tattoo.

The teaser for the episode begins with Jonathan and Martha watching Clark playing football, from the stands. Someone labeled in the script as "Lionel" (with quotes; could be Clark in his body, not sure from these pages) gets attacked by a skinhead with a screwdriver. The skinhead suggests playing "Who Wants To Beat A Billionaire." Martha makes a comment that Jonathan must have driven somebody. Lex can tell something is up with her voice. "Martha, I don't mean to pry, but is everything okay?" Martha stumbles, before a phone call saves her from having to answer. The voice on the phone is that of Lionel Luthor. Martha seems surprised.

Edgar Cole, 29 years old, shares the jail cell with Lionel Luthor. The walls of the cell are taped with photos of Kryptonian symbols from archeological sites around the world, including the Kawatche cave. Edgar has a gift for deciphering hidden patterns, codes, and symbols. Lionel and Edgar have a special agreement - he’ll get “his big-shot lawyers to help get me out. In exchange, I helped him out with his symbols.”

Wondering how Edgar landed in jail? He was a mathematician looking for hidden patterns in the Dead Sea Scrolls when he got framed by his colleagues and charged for stealing millions of a university’s pension fund.

There’s a Mayan myth that has caused Lionel and Clark’s spirits to have switched into each other’s bodies. Lionel originally intended for the stone to be used on Lex. Lionel’s workers found this stoned artifact symbol in an underwater Mayan ruin. Edgar says it means “water – the element of transformation.” More symbols are read including the ones from “Crusade”...water, fire, and air (the “8” symbol). “Put the three together…Mayan myth about body-jumping became real.”

“Lionel” (Clark) is in a heated discussion with a skinhead who is serving three life terms for murder. He is seeking "five large" from "Lionel" and came to collect his dues. For what? Take a while guess. The skinhead calls “Lionel” Trump throughout their discussion. When asked about the money, “Lionel” says he has no clue what he is talking about. Skinhead gets angry and threatens him and gives him till tomorrow to cough up the money. He kicks “Lionel” in the torso before walking away. “Lionel” fears for his life now. This concludes Act I.

The next day, at the Penitentiary yard, when “Lionel” was passing the weight bench, the skinhead grabs his arm and asks for his money. “Lionel” doesn’t have it and is asking for a few more days. Skinhead is not happy saying “You think this is some kind of game? There is no overtime here.” He then pulls out screwdriver and threatens “Lionel” with it.

They battle it out as they wrestle each other for the weapon (screwdriver). Inmates are circling them as they fight. Finally, as they fall to a weight bench, skinhead has the screwdriver close to “Lionel’s” jugular and ready to kill him. “Lionel” thinks fast and grabs for a dumbbell and smashes it into the skinhead’s skull. He is knocked out. The inmates then chant “Luthor.” “Lionel” is left disbelieved as the inmates worship him. A guard on the loudspeaker then calls for a lockdown telling the inmates to return to their cells.