Original Airdate: February 16, 1992
Superboy just manages to escape the three villains as they approach him for the final kill but, unable to counteract the effects of the sound machine Luthor has built, he goes to Smallville to find a away around it. When he arrives, he finds Lana upset with the way Smallville, hit by the worsening economy, is being turned into a pit of gambling, with X-rated theaters on the way. When Superboy steps into the picture, the owner of the casino calls on Luthor, Metallo and Odessa for help. The three arrive as Superboy discovers that he can counteract one sound machine with another and they’ll cancel each other out. Armed with his machine, and a lead sheet to take care of Metallo’s kryptonite, Superboy heads for a showdown. He takes care of Metallo first, then uses his sound machine against Luthor’s, which he then destroys. But as the villains scatter, he forgets about his own which Odessa later retrieves. Lana has a few plans of her own though, and ducks into a thrift shop where she manages to get an outfit just like Odessa’s. When Metallo sees her with Superboy, he thinks the doctor is double-crossing him, and Metallo tries to strangle Odessa. Luthor stops him by removing the kryptonite from Metallo’s chest and approaches Superboy, who is already fading fast from the sound. Ignoring Odessa’s warnings to be careful, Luthor is gloating at the kill when Superboy uses his heat vision to make a sign drop onto Lex and knock him out. As Odessa tries to grab the dropped kryptonite, Lana goes for her and, just as Superboy crushes the sound generator, Lana uses the kryptonite to knock Odessa out and she and Superboy walk away together leaving the threesome together, unconscious, in their wake.
Guest cast: Justina Vail as Dr. Odessa Vexman, David Hess as Donnie, Bob Barnes as the warden, Ed Amatruda as Trenton, James Zelley as Ray.
