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Well, yes....I'm your mother, Clark.
~ Rachel's delusional claim to Clark Kent in Lineage.
Your father just killed you, Lex!
~ Rachel to Lex as she prepares to kill him with an axe.

Rachel Dunleavy is a one-shot villainess in the WB/CW television series Smallville, appearing as the main antagonist in the Season 2 episode "Lineage".

She was portrayed by Blair Brown, who also played Rhoda Penmark in The Bad Seed and Margie Winters in CSI: Miami.



Years ago, Rachel worked as a nurse for Lillian Luthor, whose heart condition had worsened. Over time, she had became intimate with Lillian's husband Lionel. Their affair produced a son, Lucas, whom Lionel forced Rachel to put up for adoption due to Rachel being mentally and emotionally unstable.

Lionel then paid Rachel a large sum of money to get him out of his life and cover up their affair, though he later placed Rachel in Dr. Friedberg's clinic, where she remained for seven years (c. 1985-1993). Rachel was released seven years later and began searching for her son.

However, she didn't get anywhere until 2002, when Chloe Sullivan investigated Clark Kent's adoption and made contact with Rachel through an adoption website. As Clark's adoption had been handled by the same organization as her son, Rachel became convinced that Clark Kent was Lucas, despite Clark being two years younger.


In the present day, Rachel comes to Smallville, seeking her long-lost son. She went to the Kent Farm and entered the empty house and looks fondly at their family pictures. She believes that Clark Kent is Lucas, since Lucas' adoption was handed by Metropolis United Charities, the same agency that handled Clark's own adoption by Jonathan and Martha Kent.

Chloe posted a few notices on adoption websites to see if she could get a few hits while attempting to find information about Clark's biological parents - and she and Rachel exchanged e-mail messages.

She meets with Clark at Smallville High School while he's at his locker and introduces herself as his birth mother, which Clark denies. His parents later meet with Rachel, and Jonathan firmly insists that she stay away from them.

Next, Rachel meets with Lex Luthor and tries to persuade him to speak to Clark on her behalf. When Lex refuses, she reveals her and Lionel's past affair, and mentions the possibility that Lex and Clark are half-brothers.

Later, she gets a court order to have a DNA test to prove that Clark is her and Lionel's son, and Clark was forced to give a sample of his saliva for testing.

When Clark switches the samples to keep his alien origins secret, Rachel, believing Lionel to be responsible, confronts Lionel, who denies any involvement. Lionel then mockingly flirts with Rachel before suggesting that she be returned to Dr. Friedberg's clinic, causing Rachel to flee the mansion.

Sometime later, Rachel kidnaps Lex outside his company and holds him captive in a house for Lucas that she bought using the money that Lionel gave her. She then calls Lionel and threatens to kill Lex unless he publicly admits that Clark is their biological son.

Sometime after that, Lionel held a press conference and refuses to yield to Rachel's demands, prompting an angry response from Rachel. Rachel grabs an axe and tries to kill Lex, who gets his feet free and knocks her back, only to end up knocking himself unconscious.

Rachel recovers and prepares to swing the axe, only for Clark to super-speed into the house and block the blow, causing the ax to shatter. Clark's invulnerability proves to Rachel that he isn't her son, and this revelation causes her to mentally break down in tears.

Rachel was later mentioned to be placed in a mental hospital, while her son Lucas was revealed to be alive after Lionel falsely tells Lex that the boy died before his first birthday. Lionel had a locket containing a piece of his hair.


           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 "Ugly" 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