While returning home with Lois, Martha is hit by a flash of light followed by a thunder and contracts a lethal Kryptonian disease. Clark fears that Jor-El thus makes him pay for his resuscitation and asks for help from Professor Milton Fine, who tells Clark that Jor-El was a dictator on Krypton, who destroyed their great leader General Zod and the planet but sent Clark to Earth to dominate the world; the death of Martha would only be prevented by destroying the Fortress of Solitude. Meanwhile, Lionel convinces Chloe to investigate who Milton Fine really is. When Lois, feeling offended because Lex called her a "muffin peddler", meets Chloe, the double visits LuthorCorp., where the truth is revealed: Professor Milton Fine is actually a Kryptonian artificial intelligence unit, created by Jor-El but re-programed and corrupted by the Kryptonian rebel General Zod, who was executed for treason, and had his spirit banished to the hell-dimension of the Phantom Zone. Fine, a Brain-Interactive-Construct (aka: Brainiac), is trying to trick Clark into releasing Zod's spirit from the Phantom Zone by destroying the Fortress of Solitude.