Allison Mack credited as playing...
Chloe Sullivan
- Chloe Sullivan: [pulls kryptonite on Kara] Why isn't it working?
- Kara: Check the expiration date?
- Chloe Sullivan: Kara, there's something seriously wrong with you. It was the only way...
- Kara: You lied to me. Clark's not here.
- [Chloe tries to run out the door, Kara shuts it and transforms back into Brainiac]
- Chloe Sullivan: Oh, God.
- Brainiac: I'm impressed. I wouldn't have thought a member of your weak-willed species especially a friend of Kal-El's could ever use kryptonite against his cousin.
- Chloe Sullivan: Let me go.
- Brainiac: I remember you. Always sticking your pretty little head where it doesn't belong.
- [Brainiac proceeds to pierce her head with his finger tendrils. Chloe unleashes her healing powers in defense, weakening him]
- Brainiac: What the hell are you?