A masked tormentor (guest star Ian Tracey) takes Lionel (John Glover) hostage and orchestrates a series of elaborate games that Lionel must win in order to stay alive. After Clark (Tom Welling) tells Martha (Annette O'Toole) that Lionel knows his secret, she sets out to confront him, but inadvertently becomes a pawn in the tormentor's game and ends up fighting for her life.