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I don't think so. I'm from out of town. Unexpected visit. But I guess I'm back in the nick of time. Wouldn't want to miss how it all turns out.
~ Lionel (Earth-2), to a newspaper vendor after arriving on Earth-1 and breaking the fourth wall, "Luthor".

The Earth-2 version of Lionel Luthor in the CW TV series Smallville appeared in four episodes of the show's Tenth and final season.

Like his normal universe counterpart, he was portrayed by John Glover, who also played Dr. Jason Woodrue in Batman & Robin, Mr. Sivana in Shazam!, Verad Kalon in Star Trek: Deep Space Nine, Theodore Maddox in Fear the Walking Dead and voiced The Riddler in Batman: The Animated Series.



Lionel first appears when Clark Kent accidentally activates the mirror box, a Kryptonian device that transports him to Earth-2, an alternate universe where Kal-El was found and adopted by Lionel Luthor rather than the Kents. Lionel named Kal-El "Clark Luthor" and raised him to become his enforcer as he successfully took over Metropolis.

He also allowed Clark Luthor to kill that Earth's Lex Luthor, though he came to regret it. After Lionel lectured Clark, they dueled with swords laced with blue kryptonite.

Lionel later caught Tess sneaking around into Lionel's office to get a hold of a journal that had information regarding the mirror box. Lionel catches her and finds what she was after - a drawing of the mirror box. Lionel and Tess have a heated argument about how she is a disappointment.

Tess slapped Lionel after he called her a half-bred tramp, and Lionel calls security. Before security takes her away, she asks why he treated Clark better than her, to which he replies that she was never special enough. She then tells Lionel that Clark will eventually betray and kill him.

When Kent went to the Fortress of Solitude in the hopes of getting help from Jor-El, Lionel was there and had the Fortress integrated with Earth technology to silence Jor-El. Lionel mentions to Kent that he saw Tess and asks why they were both after the mirror box.

Kent lies and tells Lionel he wants it so he can destroy it. Lionel tells him that Oliver Queen has it, and Clark goes after it. Lionel starts to believe that Clark is going to betray him.

This was revealed to be a lie as Lionel himself had the Mirror Box. He had instead wanted to locate Oliver and to discover if Clark was going to betray him as he once assumed. Oliver had subdued Kent with kryptonite and was about to finish him off when Lionel intervened, hitting Oliver over the head.

Instead of helping Clark, Lionel said that he has failed him as a father and that if he was a true Luthor, he would have killed Lionel by now and Lionel blames himself.

Lionel starts to beat Clark K. with his belt as he rants about how only the strong survive and how he will be the strongest in this Earth or any other. At this point, Oliver realizes that Clark is the "good one" and turns off the kryptonite.

Clark Kent tells Oliver to turn on the kryptonite again when Clark Luthor returns and assures Oliver that in the other world, they do save the world together. Clark K. grabs the mirror box and activates it, while in the background, Lionel runs

By the end of the episode, Clark manages to retrieve the mirror box and use it to return to his world, but is unknowingly followed by Lionel. Lionel bought a newspaper from a vendor who recognizes him but Lionel responds by saying he just came in from out of town for an unexpected visit. He adds that he wouldn't want to miss how it all turns out then walks away into a crowd.


In "Beacon," Lionel reveals himself on the prime Earth, and proceeds to seize control of LuthorCorp from Tess Mercer and Oliver Queen, after researching everything to find out more about his doppelganger. He later travels to Suicide Slum, where he finds Alexander Luthor, a teenage clone of the original Lex Luthor, and takes him under his wing so he can groom him to be his successor.

He also tells him that in another life he betrayed his son and chose Clark, but now he plans to take advantage of this second chance and to make things right and rule the Luthor Dynasty with his son.

Oliver Queen later returned to LuthorCorp but when he walks in he finds Lionel-2 and Alexander. Lionel-2 explains that he has been quietly reclaiming his assets and bought out Oliver’s shares having taken control of LuthorCorp.

Oliver wanted to strike Lionel, but when he dares him to, Oliver restrains himself. Lionel-2 tells him that he was a fool to seek out the spotlight and how the people have turned against him once and they will do it again when the VRA repeal vote fails. Oliver-1 insists that people are full of surprises and that he will be back for Lionel-2 once his named has been cleared.

Later, he is confronted by Martha Kent, only for Alexander to knock Martha unconscious and turn against Lionel, whom he knocks out before setting fire to the Luthor Mansion. Fortunately, they are both saved by Clark Kent.


In "Scion," Lionel confronts Tess in the ruins of Cadmus Labs and disbelieves her claims that Alexander is dead (in actuality, Alexander was revealed to be a genetic clone of both Lex and Clark, and underwent a transformation into Conner Kent). When Conner runs away from the Kent Farm after learning that half of his DNA came from Lex, Lionel finds him in the ruins of the Luthor Mansion.

He gives him a Red Kryptonite ring, causing Conner to fall under the extraterrestrial mineral's personality-altering sway. Later, after Clark destroys the Red Kryptonite ring and restores Conner to normal, Lionel appears with a chunk of Green Kryptonite, weakening both Clark and Conner. He tries to drag Conner away, but Conner declares he's not a Luthor and destroys the Kryptonite with a burst of heat vision. Lionel then leaves the scene.

In the episode's final act, Lionel is sitting in his office at LuthorCorp when Tess comes in and informs him she has exposed him as a fraud, leading to Lionel being escorted out of the building by security guards. In the final scene, Lionel visits Lex's grave and expresses his wish that Lex was still alive. At that moment, Darkseid materializes from a cloud of smoke before a terrified Lionel.


In "Finale," Lionel has Tess taken captive with the intention to transplant her heart to LX-0, a "perfect" clone of Lex manufactured from other, less-than-perfect clones. However, Tess gets free, shoots Lionel, and escapes. Lionel, mortally wounded, opens the room containing LX-0 and crawls toward the table.

When Darkseid materializes offering him the deal that Lionel had previously turned down: to live forever. Lionel refused immortality instead asks him to restore Lex to life; Darkseid agrees in exchange for Lionel's soul and rips out Lionel's heart and transplants it into LX-0, restoring Lex to life.

Darkseid later inhabits Lionel's corpse to confront Clark. When Clark gains the power of flight, he flies through Darkseid, destroying his vessel and seemingly the villain himself.


Ah. Now is the moment for an apposite quote from one of my favorites, Marcus Aurelius. "When you arise in the morning, think what a privilege it is to be alive. To breathe, to enjoy, to love, to think." [...] We Luthor men must seize our day. You only live once, son.
~ Lionel, to Clark Kent, "Luthor"
I assume you will properly expense the services of the ladies Mandie and Bambie. We don't want to risk another audit.
~ Lionel (Earth-2), to Clark Kent, "Luthor"
This, uh, Ultraman persona you've come up with--genius. It's a great way to strong-arm our opponents. But your display of ego is attracting too much attention. You're getting reckless. Now, button up!
~ Lionel (Earth-2), to Clark Kent, "Luthor"
Think, Clark. Think what it took to build this empire--hard work, dedication to family. [...] And more than a little spilt blood.
~ Lionel (Earth-2), to Clark Kent, "Luthor"
You know what they say--burning the candle at both ends. Trite, but true!
~ Lionel (Earth-2), to Clark Kent, "Luthor"
I don't want to watch you making stupid mistakes, Clark. I know what you're capable of. You can make a father proud!
~ Lionel (Earth-2), to Clark Kent, "Luthor"
You watch out for those emotional reactions. [...] The heart--it'll blind you, son. You want to be your own man; that's natural. But remember, Clark, I am your father, and I alone raised you in my own image to become the man that you are today.
~ Lionel (Earth-2), to Clark Kent, "Luthor"
You could conquer the universe. The Man of Tomorrow, Clark Luthor!
~ Lionel (Earth-2), to Clark Kent, "Luthor"
I sometimes shudder to think what would have happened to my little Traveler if he had been discovered in that cornfield by the first ignorant farmer that came along. Where on earth would you be now?
~ Lionel (Earth-2), to Clark Kent, "Luthor"
My prodigal daughter. You've returned.
~ Lionel (Earth-2), to Tess Luthor, "Luthor"
Don't lie, Tess. You're no good at it. You never were.
~ Lionel (Earth-2), to Tess Luthor, "Luthor"
Clark is a god among men. Though how he could love you, a consummate disappointment, is beyond me. You're nothing but trouble, Tess. You're corrupting him.
~ Lionel (Earth-2), to Tess Luthor, "Luthor"
I have worked too long and too hard to let you, a little half-bred tramp with a Magdalene complex, ruin everything.
~ Lionel (Earth-2), to Tess Luthor, "Luthor"
Simply put, sweetheart, you're just not special enough.
~ Lionel (Earth-2), to Tess Luthor, "Luthor"
I'd call that an understatement. Of course, your progenitor would have every right to hold a grudge, considering the extreme measures you and I took to silence him.
~ Lionel (Earth-2), to Clark Kent, "Luthor"
You remember, um, Lear, son? Shakespeare, King Lear. Wanted to abdicate, retire. Lear had three children. He tells them he will divide his kingdom between them, giving the largest portion to the one who loves him most. Two of the children declare their lavish devotion; the youngest, his favorite, is blunt and plainspoken. Stop me if you know where this is going.
~ Lionel (Earth-2), to Clark Kent, "Luthor"
So, uh, what was the plan, Clark? Murder your father, then, with your whore sister, escape to another world?
~ Lionel (Earth-2), to Clark Kent, "Luthor"
Your betrayal has been staring me in the face, but I couldn't admit that I'd been so wrong about you.
~ Lionel (Earth-2), to Clark Kent, "Luthor"
We are long, long overdue for a father/son talk.
~ Lionel (Earth-2), to Clark Kent, "Luthor"
Well, you never were, were you? I made your destiny--your future, our future--my whole preoccupation. For God's sake, Clark, I let you kill Lex, your own brother, my son! [...] I've been afraid of you, Clark--of your power. You know, you may want to use that, uh, box and escape from here, but the truth is that I'm the one that's been a prisoner all this time. [...] Not worry about you?! [...] That's all I've ever done--worry about you! I have sacrificed everything for your sake. I failed you, Clark. Because no true son of mine, no true Luthor, would have let me live this long! [...] You're right; I made you this way. And because I have failed you, Clark, it's got to be survival of the fittest! Whether you're on this earth or any other, I am the most fit! I will be the survivor!
~ Lionel (Earth-2), to Clark Kent, "Luthor"
Yes, well, rumors of my death have been greatly exaggerated.
~ Lionel (Earth-2), to Tess, "Beacon"
What? You got a hug for your long-lost daddy?
~ Lionel (Earth-2), to Tess, "Beacon"
It doesn't matter where I'm from, Lutessa. I am still your father and, as far as this trusting world believes, the same man who successfully faked his own death.
~ Lionel (Earth-2), to Tess, "Beacon"
I betrayed you for that boy in another life. But now, here, we've got another chance. We'll work together. You're my flesh and blood, my only son. With my help, you will succeed. You will rule our family dynasty, no matter what it costs.
~ Lionel (Earth-2), to Alexander, "Beacon"
Are you making an accusation against my son? No one will take your word. You're a convicted felon. You should have stayed out of the spotlight, but you wanted celebrity. You made one fatal mistake--you trusted them, the people. They're vulgar, uneducated, and stupid, and they don't even know when you're fighting for them. Must be heart-wrenching.
~ Lionel (Earth-2), to Oliver, "Beacon"
You always remember, son--a Luthor's home is his castle.
~ Lionel (Earth-2), to Alexander, "Beacon"
I find you very attractive, Martha. I understand why I had such strong feelings for you. I loved to give you presents. There was a wristwatch. You remember? [...] Engraved "To Martha, with deep affection." Did you share that with your husband?
~ Lionel (Earth-2), to Martha, "Beacon"
Listen to me, son. Don't let hate master you; make it your servant. Use it. Let it build inside you. Your hate can make you strong. I can teach you how.
~ Lionel (Earth-2), to Alexander, "Beacon"
I'm not the Lionel you knew.
~ Lionel (Earth-2), to Lois Lane, "Scion"
His first crush. It's good to know the Luthor libido is still intact. Great men, great passion. Let him enjoy himself.
~ Lionel (Earth-2), "Scion"
Let's go, son. Remember who you are. You were meant to become a god! Together, we can make sure you do.
~ Lionel (Earth-2), to Conner as he tries to take him away from Clark Kent, "Scion"
Now, if you're threatening me, you need something more powerful than hot air.
~ Lionel (Earth-2), to Tess, "Scion"
You, uh, may want to change yourself to impress Clark Kent, but we both know, don't we? Deep down, you'll always be a Luthor.
~ Lionel (Earth-2), to Tess, "Scion"
Together, we could have ruled this world. I would give anything, my son, just to have you by my side.
~ Lionel (Earth-2), standing at Lex's grave, "Scion"
It's good to have you back.
~ Lionel (Earth-2), to Tess, after she's been captured by his men, "Finale, Part 2"
Do I catch the tiniest hint of a doubt? Are you worried that your savior in red might not prevail? [...] It's ironic; I'm the only one who seems to believe in him, isn't it?
~ Lionel (Earth-2), to Tess, "Finale, Part 2"
It's time you embrace your lineage, Tess. Time to become the Luthor you were destined to be.
~ Lionel (Earth-2), to Tess
Lex is missing a heart. And who better to save him than the sister who loves him? Luthors are survivors. You are one of us, my dear. It's all right. When the day is done, I will see the Luthor name resurrected, more powerful than ever.
~ Lionel (Earth-2), to Tess
Tess. Tess, Tess. You must see that you're the cause of your own undoing. He's your brother. Don't you understand? I thought Conner's heart would have been a more poetic choice. You've hidden him so cleverly, there's no alternative.
~ Lionel (Earth-2), to Tess
Lex is worth everything to me.
~ Lionel (Earth-2), to Tess
Finally you will serve an important purpose in my life.
~ Lionel (Earth-2), to Tess
I never intended to live forever. There's only one life I care about. Let my son live.
~ Lionel's (Earth-2) last words, to Darkseid


           Smallville.png Villains

Chloe Sullivan | Jor-El | Lana Lang

Main Antagonists
Brainiac | Darkseid | Doomsday | Genevieve Teague | Jason Teague | Lex Luthor | Lionel Luthor | Zod

Supporting Antagonists
Adam Knight | Alia | Bizarro | Basqat | Clark Luthor | Desaad | Dr. Helen Bryce | Faora Hu-Ul (Clone) | George | Gordon Godfrey | Granny Goodness | Jason Bartlett | Kal | Roger Nixon | Sheriff Ethan Miller | Tess Mercer | Zor-El

Reoccurring Antagonists
Agent Carter | Aldar | Alicia Baker | Alistair Kreig | Amanda Waller | Aethyr | Baern | Bette Sans Souci | Brendan Nash | Bruno Mannheim | Claire Foster | Conner Kent | Countess Margaret Isobel Thoreaux | Curtis Knox | Darius | District Attorney Ray Sacks | Donovan Jamison | Dr. Hudson | Dr. Langston | Dr. Lawrence Garner | Dr. Lia Teng | Edward Teague | Emily Dinsmore | Eric Summers | Eva Greer | Faora Hu-Ul | Floyd Lawton | Frank Loder | Frederick Walden | Gina | Gloria | Greg Arkin | Greg Flynn | Griff | Ian Randall | Jacob Finley | John Corben | Lieutenant Trotter | Linda Lake | Lionel Luthor (Earth-2) | Lucy Lane | Mara | Marilyn | Maxwell Lord | Molly Griggs | Morgan Edge | Nam-Ek | Paul Brenner | Perry White | Regan Matthews | Rick DeGroot | Rick Flag | Sam Phelan | Sasha Woodman | Slade Wilson | Steven Hamilton | Stuart Campbell | Talbert | Tina Greer | Vala | Van McNulty | Victoria Hardwick | Victoria Sinclair | Vordigan | Wes Keenan | Winslow Schott

Adrian Cross | A.J. | Alec Abrams | Amos Fortune | Andy Connors | Ben Meyers | Black Manta | Bernard Chisholm | Brianna Withridge | Bob Rickman | Bronson | Buffy Sanders | Byron Moore | Captain Cold | Cameron Mahkent | Carly Meadows | Charlotte Cavanaugh | Chrissy Parker | Coach Walt Arnold | Coats | Commander Cheng | Cyrus Gold | Dawn Stiles | Debra Burch | Desirée Atkins | Deputy Ellis | Deputy Harris | Derek Fox | Dr. Caselli | Dominic Sanatori | Duchess Gertrude | Duncan Allenmeyer | Earl Jenkins | Ed Burke | Edward Lott | Elise Fine | Emil LaSalle | Eric Marsh | Gabriel Duncan | Garrett Davis | Gary Watts | Graham Garrett | Greenfield Brothers | Geoff Johns | Hanison | Harriet | Harry Volk | Heather Fox | Isis | Jake Pollen | Jason Dante | James Gibson | Jed McNally | Jeff Palmer | Jeremy Creek | Jeremiah Holdsclaw | Joar Mahkent | Joe Simmons | Jodi Keenan | Jodi Melville | Joseph Altman | Joseph Cavanagh | Jude Royce's Imposter | Justin Gaines | Kal-El | Kyla Willowbrook | Kyle | Lachlan Luthor | Lance | Lashina | Lawrence Grady | Lincoln Cole | Leslie Willis | Louis Leery | Lucas Luthor | LX-13 | Mack | Macy | Madelyn Hibbins | Magistrate Wilkins | Marcos | Marcus Becker | Maxima | Michael Westmore | Mike | Mikhail Mxyzptlk | Milo | Mr. Lyon | Nathan Dean | Nathaniel Tryon | Nicholas Conroy | Non (Clone) | Orlando Block | Pamela Black | Paul Hayden | Persuader | Pierce | Rachel Dunleavy | Randy Klein | Ray | Richter Maddox | Ricky | Robert Bethany | Ron Milano | Roy Rothman | Rudy Jones | Ruth Cavanagh | Samantha Drake | Scott Bowman | Sean Kelvin | Sebastian Kane | Seth Nelson | Shannon Bell | Siobhan McDougal | Simone Chesterman | Sir Harry Hardwick | Snake | Ted Palmer | Tempest Drake | Teth-Adam | Titan | Tim Westcott | Tommy Lee | Trent MacGowen | Twins | Tyler Crenshaw | Tyler McKnight | Tyler Randall | Vanessa Webber | Wade Mahaney | Wagner | Walt Masterson | William McBride | William Tate | William Taylor

Comic Characters
Bane | Black Flash | Brain | Brother Blood | Bruce Wayne (Earth 13) | Doctor Phosphorus | Eclipso | Felix Faust | Firefly | Greg Fox | Hades | Hank Henshaw | Holly Gehrig | Jacob Snell | Joe Chill | Kenny Cavanaugh | Kirk Langstrom | Lowtax | Malcolm Barnes | Matt Hagen | Megan Morse | Minister Kirt Niedrigh | Monsieur Mallah | Oswald Loomis | Pamela Isley | Parallax | Prometheus | Rose Wilson | Simon Jones | Trigon | Victor Fries | Victor Zsasz

Organizations, Teams, & Gangs
Checkmate | Cheerleaders of Devotion | Darkseid's Elite | Darkseid's Prophets | Disciples of Zod | Female Furies | Injustice League | Insurgence Team | Intergang | Manhunters | Marionette Ventures | Mutants | Students for Lex Luthor | Suicide Squad | Weather Girls | Yellow Lantern Corps | Zoner Companions

Hostile Species
Phantom Wraiths | Monitors