Derek Fox, Wade Mahaney, and Scott Bowman drive up to the manor and psych themselves to go in. They put on ski masks and one of them attaches an artificial arm.
Inside, Chloe interviews Lex and Clark records it on video. As Chloe asks Lex about his company's secret construction projects, a security guard comes in and tells Lex that Lionel is on the phone. Lex excuses himself and goes to the conservatory to take the call. Chloe slips out when Clark isn't looking to explore the manor, and Clark goes after her. Back in the library, the three thieves appear in the library behind him. They identify where Lex's hidden vault is, and they walk through the wall into it. They grab everything that they can and one of them finds a computer desk and takes it with him.
Clark finds Chloe and they go back to the library, and he notices a knapsack on the floor. Two of the thieves suddenly appear and one of them grabs Clark. Chloe tries to run but the third thief grabs her while Clark weakens from kryptonite exposure. In the hallway, Chloe sees a kryptonite tattoo on her captor's arm. They struggle and she backs out through the window. She manages to grab the ledge but Clark is too weak to grab her as she falls as the thieves run off.
The next day, Clark visits the unconscious Chloe at the hospital. Lex comes in and tells Clark that he's bringing in the best doctors from Metropolis. Clark tells his friend what happened and Lex says that there have been a dozen similar robberies in the area. The thieves struck recently at a saving & loan in Smallville, but they set off a silent alarm and were forced to flee. Lex admits that he didn't tell the police that the thieves stole anything, and that he wants to focus on finding the people responsible. He tells Clark to let him handle it and leaves.
As Lana leaves the flower shop, she sees Whitney walking by on the street. When she calls to him, he says that he forgot that he was going to meet her at the hospital, and Lana realizes that there's something wrong with him. Whitney insists that he's fine and that he's going to do inventory at his father's store.
Clark goes back to the farm and smashes logs for firewood, and Jonathan and Martha find him. He says that he's to blame for what happened to Chloe, and his parents tell him that it wasn't his fault. Clark wishes that he could leave Smallville and get away from the meteor rocks, and Jonathan and Martha tell him to stop feeling sorry for himself and track down the thieves.
At the Talon, Lana finds Nell preparing for the theater's sale. Lana tells her aunt that the theater means a lot to her because it's where her parents met, but Nell warns that they can't compete with the multiplexes. She wants to use the money from the sale to put Lana through college, and admits that Lex is buying the Talon.
Clark convinces Pete to go with him to the savings & loan. Using his x-ray vision, Clark sees a human arm embedded inside of the S&L wall.
The thieves go back to their loft and they realize that Lex didn't report the robbery. Derek notices Scott checking the stolen computer disk, and Scott warns that the tattoos aren't lasting as long as they once did. He manages to access the data information and finds Lionel's information on it. He tells Derek and Wade that Lex didn't report the theft because he didn't want his father to know what he's doing, and they figure that they can blackmail Lex.
At the manor, Lex is on the phone with his security people. When he hangs up, the masked thieves appear behind him and tell him that they know he was skimming money from Lionel to fund a particle accelerator. They beat him and demand $1 million, and give him a burner phone to take their call when they're ready. They have him turn around and when Lex turns back a few seconds later, the thieves are gone.
Clark goes to the Fordman store to pick up a microwave for Martha, and finds Whitney. Whitney complains about how he's never going to get out of Smallville, and tells Clark that he lost his scholarship. He hasn't told Lana yet, and figures that he's going to end up just like his dad: stuck in Smallville all his life. Derek comes in and Clark notices the kryptonite tattoo on his arm. Once Clark leaves, Whitney takes Derek to the sporting good section where Wade is waiting. Wade congratulates Whitney on his football career and sympathizes when Whitney says that he lost his sports scholarship. The thief was injured in his senior year and had to drop out when he lost his scholarships. He invites Whitney to a party at their loft that night, and Whitney agrees to go there after he closes up the store.
That night, Whitney and the thieves party, and Wade says that they could use a guy like Whitney. They take him into a back room and sit him down in a chair, and show him a vial of liquid meteor rock. Wade says that they need to initiate Whitney by giving him his first tattoo, and Whitney agrees.
Later, the thieves take Whitney to an underpass and shove him in front of a truck. Whitney instinctively phases and it passes harmlessly through him.
The next day, Clark brings flowers to the hospital after Chloe wakes up. He apologizes to her for getting her hurt, and Chloe says that it wasn't his fault and not ev3rythign is his responsibility. She describes the tattoo she saw on the thief's arm, and Clark tells her that he'll check it out.
Lana arranges to meet Lex at the Talon and tries to convince him to let her buy it. She describes what it means to her, but Lex says that it's just business. He points out that she hasn't given him a reason other than sentiment to change his mind.
Clark goes to Fordman's store and asks Whitney about Derek. As they talk, Clark notices Whitney's new tattoo, and Whitney tells him to mind his own business. He complains about how Clark is trying to steal Lana from him, but then Clark is trying to help him. Clark insists that he doesn't want Lana and advises Whitney to stay away from his new friend. Whitney orders him out and Clark has no choice but to leave.
Later, Clark invites Lana to the barn and tells her that Whitney lost his scholarship. She wonders why he didn't tell her, and tells Clark that he's a good friend for telling her. Clark has found an old yearbook from six years ago with photos of Derek, Wade, and Scott, who were all jocks in high school. Lana tells Clark what Lex said about sentiment and business, and admits that Lex was right. Clark suggests that Lex might be challenging her, and says that he'll work on Whitney. When Lana wonders why he's trying to help, Clark says that he couldn't help Chloe but he's going to try and help Whitney.
That night, Derek and the others go to the store and show Whitney a vial of liquid meteor rock. He goes with them, while Clark secretly follows them.
Lex receives instructions to go to an old butcher plant with the money. The thieves call again and tell him to enter the meat lock. They close the door and phase through the walls, and check the case. When they realize that Lex didn't bring the money, Wade grabs Lex by the throat and chokes him. When Whitney protests, the other two tell him to shut up. Wade tells Lex to bring the money next time, just as Clark arrives. He's weakened by the meteor rock liquid, and the thieves knock him down and phase out through the wall. As Whitney goes, Clark gets a look at him and realizes who he is.
The gang goes back to their loft behind the junkyard, and they accuse Whitney of betraying them. Wade tells Whitney that they'll handle Lex and then privately tells Derek that they need fresh blood because they're becoming immune to the tattoo ink. He then talks to Whitney privately and tells him not to let them down again, and Whitney says that he won't.
Lex drives Clark back into town and explains about the blackmail threat. However, he claims that what the thieves took is legal, just confidential, and asks why Clark was there. Clark makes an excuse and Lex warns him that he can't save the world. Clark is satisfied to save Lex, and wonders what Lex has in mind. His friend says that the thieves are going to learn that it doesn't pay to blackmail him, and warns that if Whitney is with them then he'll have to face the consequences just like his new friends.
The next day, Clark goes to the hospital and finds Pete with Chloe. Chloe called Pete there to help her investigate the thefts. She figures that the thieves are using meteor rock tattoos to accelerate their metabolisms and phase through solid matter. However, she figures that the thieves' bodies can't handle the stress for long.
At the Talon, Lana is working when Whitney comes in and says that he's in trouble. He apologizes for letting Lana down, and she hugs him and assures him that it's okay. They call Clark to meet with them, and Whitney tells him that the thieves plan to kill Lex once they get the payoff. He figures that the thieves have the disk at their loft, and offers to get it himself so they don't have to involve the police. Clark agrees but insists on going with him.
At the loft, Clark and Whitney confirm that the thieves are gone. Clark checks the room with his x-ray vision, and finds the disk in an air vent. He takes it out once Whitney is looking the other way, and they prepare to leave. The thieves arrive and demand the disk, and Clark crushes it. Wade phases his hand into Clark's chest momentarily, and then pulls it out and tells Whitney that he's next.
Derek and wade take Whitney out to the garage and Scott guards Clark. Clark says that he knows what happened to his arm, and Scott says that he waited too long before emerging from the wall... and left his arm behind. Lex sneaks in and tasers Scott unconscious, and explains that Lana called him. When he reaches for his phone to call the police, Clark superspeeds away without being seen.
Wade drags Whitney under a car on a chain and tells him that he screwed up. Derek grabs the remote for the chain, just as Clark arrives and orders them to let Whitney go. Wade is unaware that his tattoo is losing strength, and puts a gun to Whitney's head. Derek drops the car, figuring that Wade can phase through it. Clark superspeeds forward and shoves Whitney out of the way when he isn't looking, and the car crushes Wade dead. When Derek tries to run, the police arrive and arrest him.
As the police take Derek and Scott away, Lex tells Clark that he omitted that the thieves could phase. Clark apologies for destroying the stolen disk, and Lex assures him that he came there to help Clark, not to get the disk. However, once Clark leaves, Lex talks to Derek and Scott private, and tells them that he can reach them no matter where they are if they reveal his secret.
The next day, Chloe leaves the hospital and goes to the Talon. Clark and Lana are outside and she assures them that she's fine. She heads out to check with the police to discover why the tattoo ink is missing from the loft, and Lana goes inside where Lex is waiting. She gives him a file containing a business proposal to revive the downtown Smallville Area. Lana plans to turn the talon into a coffee shop, providing Lex with a tax shelter. Nell will manage it and Lana will help out during the summer. Impressed, Lex says that it's the deal... and perhaps the beginning of a beautiful relationship.