After stealing an experimental flower laced with meteor-rock pollen from Dr. Steven Hamilton, the employee of the Luthor Corp, James Beales has a truck accident on the road and is rescued by Jonathan Kent. However, the flower releases its pollen on Jonathan's face, and he unleashes his innermost repressed desires first with Martha and his anger towards the Luthors. He enters in coma later. Then Lana becomes affected and tries to seduce Clark. Pete also becomes affected by the Nicodemus flower in the same way. While Clark helps Lex track down the source, Lex hides from Clark that Dr. Steven Hamilton is working for him, but they find the cure in an old book.

Clark and Lois are on the trail of a thief that Lois has named the Green Arrow Bandit. But this "bandit" may not be as big a villain as they believe.

Clark is thrilled when he learns that his friend, Raya, managed to escape from the Phantom Zone and has come to see him in Smallville. The two grow close and Raya shows Clark how to restore power to the Fortress of Solitude. However, Baern, the spirit of a killer with the ability to control and feed off electricity, also has escaped from the Phantom Zone. After possessing the body of a street kid in Oakland, California, Baern makes his way to Smallville to take revenge on both Raya and Clark for his imprisonment. Meanwhile, Lana gathers more information about Lex's research project called ROCK. Also, Jimmy Olson returns to try to win back Chloe's affections by tailing Lana to find any dirt on Lex Luthor.

When Tess inadvertently activates the mysterious Kryptonian Knowledge crystal found in the Artic, it emits a high-band beacon which summons an alien queen, named Maxima, who arrives on Earth and begins a search for her new mate, with a kiss that is too strong for humans to survive. Meanwhile, after just moving in together, Jimmy finds a letter that Chloe wrote for Clark that revives Jimmy's insecurities.

Clark and Chloe search for Lana, who has it in her head that things will be better between her and Clark if they were on "a more-even keel," and goes off on her own in search of a suit developed by Luthor, Corp. that will make her invincible.