"Smallville" Upgrade (TV Episode 2010) Poster

(TV Series)

(2010)

Allison Mack: Chloe Sullivan

Photos 

Quotes 

  • Chloe Sullivan : Clark Kent at the keyboard? Have I been downsized in the bureaucratic world of superheroes?

    Clark Kent : I just got tired waiting for you.

    Chloe Sullivan : Oh, snap. Someone woke up on the wrong side of the planet.

    Clark Kent : More like the wrong side of Lois. But that will never happen again.

  • Chloe Sullivan : I should have known that Clark took a walk down the ruby-red road. That explains his lack of "edit" button.

    Tess Mercer : I thought Clark was only affected by green meteor. What's the red do?

    Chloe Sullivan : Basically it turns him into the bad boy every girl dreams of... in her nightmares.

  • Clark Kent : [infected by red kryptonite]  You and Oliver betrayed me!

    Chloe Sullivan : It sounds worse than it actually...

    Clark Kent : You're stockpiling weapons around the world that can kill me.

    Chloe Sullivan : Not you. The Kryptonians.

    Clark Kent : I'm Kryptonian!

    Chloe Sullivan : Clark, the weapons are just insurance.

    Clark Kent : In case what, Chloe? In case I turned on you? God, I was such a fool to think that you could ever understand me. You think you're better than Tess. At least she didn't pretend to be on my side all those years.

    Chloe Sullivan : Clark, why don't you hear my side? I mean, what if someday there was a war?

    Clark Kent : There is a war, Chloe. Right now. And you're about to lose it.

  • Chloe Sullivan : Guess who's coming for dinner, together... with powers. But you already knew that, didn't you?

    Tess Mercer : What I don't know is why the sudden bromance.

  • Chloe Sullivan : [trying to scrub Clark's sigil off the wall]  I didn't think it would be a good idea to get the handyman to repair this.

    Clark Kent : If I had an apology on video, it would have saved me a lot of time this year.

    Chloe Sullivan : Well, I'd say I did my fair share of trespassing, as well.

    Clark Kent : You mean the part where you were amassing the only weapons that can kill me?

    Chloe Sullivan : Yeah, that would be the part.

    Clark Kent : Well, maybe you're the one seeing things clearly from the beginning.

  • Clark Kent : There's something I didn't tell you about the future. Your kryptonite armory was the only thing that saved the world. And me teaming up with Zod... turning my back on you and Oliver, that wasn't all the red kryptonite.

    Chloe Sullivan : Curious.

    Clark Kent : I think it was some sort of wish fulfillment thing for me.

    Chloe Sullivan : Clark, if you wanted to redecorate the place, all you had to do is ask.

    Clark Kent : It's just that seeing you and Lois together, you're like sisters. The two of you have an understanding of each other, a shorthand that I've never known.

    Chloe Sullivan : We're family.

    Clark Kent : That's something I don't have much of anymore. I mean, Zod and I, we're... we've been on different sides, we... we were raised in different worlds. But somehow, through the isolation and the burdens, losing our home, trying to manage in somebody else's, he understands things about me that nobody else can. Chloe, he's the closest thing to a brother that I may ever know.

  • Tess Mercer : I am so sorry to disappoint you, Lois. But I doubt that the government is going to want their covert defense programs on the front page of the Daily Planet, so if you could just...

    [putting her finger to her lips] 

    Tess Mercer : Shh.

    Lois Lane : I saw what you did to Corben. I was on the bus when you sent me on a tranq trip to Mount Rushmore. You can't cover this up, Tess.

    Chloe Sullivan : [knocking her out with chloroform]  Sorry, Lo.

    Tess Mercer : You take care of her, and I'll clean the rest of this up to make sure that no one will believe Lois' trip down the rabbit hole.

  • Chloe Sullivan : [tracking Corben]  I lost the GPS feed.

    Tess Mercer : Where'd you send him?

    Chloe Sullivan : On a hunch.

  • Tess Mercer : Well, my ops found our soldier of fortune on a bus. Any luck with your problem child?

    Chloe Sullivan : How often does it snow in Seattle?

    Tess Mercer : Not a great time for a game of Trivial Pursuit, Chloe.

    Chloe Sullivan : No. Seriously, Tess. Seattle just had a fluke snowstorm with the temperature at 64 degrees.

    Tess Mercer : [searching on her phone]  Oh, I got it. Thank god for blogging. They saw something vaulting towards the Space Needle six minutes ago.

  • Tess Mercer : Clark's made it clear that he's not my knight in shining armor. Which is why I made my own all-purpose bodyguard.

    Chloe Sullivan : Well, believe it or not, Tess, this isn't all about you. Sooner or later, Clark will out himself and your merry band of Kryptonians.

    Tess Mercer : If the world gets wind of their existence, there's no turning back.

    Chloe Sullivan : Right, but you can protect your alien pet project if you help me find Clark.

  • Tess Mercer : Last time I checked, this was private property.

    Chloe Sullivan : Looks like Tess Mercer's skeleton is finally crawling out of the closet.

    Tess Mercer : Well, speaking of being hidden in the closet, how's Oliver doing these days?

    Chloe Sullivan : Don't worry your pretty little head about that. And by head, I mean the one that the secret government agency Checkmate is wanting to lop off. That must really suck to be on the outs of your own walls.

    Tess Mercer : I'm guessing you'd know. Since you're not cuddling up to your own cyber screens... I'm venturing that Clark has finally uncovered your kryptonite arsenal.

  • Chloe Sullivan : What exactly caught your better than bionic eye this time?

    Clark Kent : It's Tess. It was her underground lab that Lois was snooping around in.

    Chloe Sullivan : What's with the thermo-radioactive scan of North America?

    Clark Kent : She's storing meteor rock around the country. She's gonna pay for it.

    Chloe Sullivan : [he moves to leave]  Uh, Clark, wait. As much as I would love to have Tess out of our lives, you can't take her down for this. You're connecting the dots in the wrong order. These deposits don't belong to Tess.

    Clark Kent : Tess is the only one who knows what kryptonite can do to me.

    Chloe Sullivan : Except... for me. And Oliver.

  • Chloe Sullivan : Okay, vector ten and a half feet north. Have I sunk Lois' battleship?

    Clark Kent : Chloe, I can see fifty feet in every direction. There's no reason why Lois would be standing in this spot for two hours last night.

    Chloe Sullivan : You know, not that I wanna wade into the salty ocean of amour that is Lois and Clark, but if you two are playing "Mr. & Mrs Smith" now, don't you think there might be a slight trust issue?

    Clark Kent : I'm worried she's holding something back from me.

    Chloe Sullivan : It's kind of different when the control's on the other foot. You know, Clark, Lois trusts you. Now you need to trust her.

    Clark Kent : I do.

    Chloe Sullivan : Right. And that's why you had me LoJack her key chain? Look, Clark, I just checked the time code, and if we could rocket back a few hours, you would be standing on Lois' shoulders.

    [looking around, he notices a manhole cover in the sidewalk] 

See also

Release Dates | Official Sites | Company Credits | Filming & Production | Technical Specs


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