NB: The content of this transcript, including the characters and the story, belongs to Mutant Enemy. This transcript was created based on the broadcast episode.

Originally transcribed for: http://www.buffyworld.com/

NB: The content of this transcript, including the characters and the story, belongs to Mutant Enemy. This transcript was created based on the broadcast episode.

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TEASER (RECAP SEGMENT):

GILES (V.O.)

Previously on Buffy the Vampire Slayer

1 EXT. BUFFY'S BACKYARD - DAY

Warren shoots at Buffy, who is in her backyard with Xander. Meanwhile, while running away, Warren fires a random shot that goes through the upstairs window into Willow and Tara's bedroom.

Cut to:

2 INT. WILLOW AND TARA'S BEDROOM - DAY

Tara is shot and falls to the floor. Blood spatters Willow's shirt.

WILLOW

Tara?

Cut to:

3 EXT. WOODS SOMEWHERE IN SUNNYDALE - NIGHT

Warren is strung up between a pair of trees. He is tied at four points, splayed out like the famous DaVinci diagram. Willow, in full dark magick spelndor (black hair, black eyes), motions her hand toward Warren, and with a twist of her wrist, removes his skin.

BUFFY

Willow, what did you do?

Cut to:

4 INT. SUNNYDALE POLICE STATION - NIGHT

Anya has teleported into the jail cell where Jonathan and Andrew are being detained.

ANYA

We have to get you out of here or you'll both be killed.

ANDREW

What about Warren?

ANYA

She killed him.

Cut to:

5 EXT. RANDOM STREET IN SUNNYDALE - NIGHT

Xander is trying to lead Jonathan and Andrew to safety, hoping to evade vengeful Willow's rampage.

ANDREW

(to Jonathan) We gotta get out of this town. Mexico. We should go to Mexico?

Cut to:

6 INT. BRONZE NIGHT CLUB - NIGHT

Buffy, Xander and Spike have come to interrogate Anya. Spike tries to walk away, but Anya grabs hold of his forearm.

ANYA

How did you do it?

BUFFY

What is she talking about?

SPIKE

Nothing. Let's go.

ANYA

I can see you.

Cut to:

7 INT. CHAPEL AT CEMETERY - NIGHT

Buffy followed Spike to find out what's really going on with him.

BUFFY

You got your soul back.

Cut to:

8 INT. LIBRARY AT SUNNYDALE HIGH - NIGHT

Buffy walks out into the library's front room with Cassie. Cassie breathes in sharply and collapses onto the floor. Buffy kneels down to help her. She puts her ear to Cassie's chest, then checks her pulse, and strokes her hair.

BUFFY

Cassie? Cassie. Cassie.

Buffy cries, unable to help her.

Cut to:

9 EXT. CITY STREET - NIGHT

Spike's talking to Buffy.

SPIKE

This—just the beginning, luv. Horror and bloodshed. (points to the ground) From beneath you, it devours.

Fade to black.

End Recap.

The Start Of Episode

Prologue:

10 INT. BRONZE NIGHT CLUB - NIGHT

Musicians are preparing their instruments and sound equipment for their performance.

TITLE CARD: "Conversations With Dead People"

TITLE CARD: November 12, 2002

TITLE CARD: 8:01 PM

The singer, Angie Hart, begins her song. While she sings, show flashes of what everyone else is doing.

SINGER

Night falls...

11 EXT. SUNNYDALE CEMETERY - NIGHT

Buffy patrolling alone in the cemetery.

SINGER (V.O.)

I fall. And where were you?

12 INT. BRONZE NIGHT CLUB - NIGHT

Band on stage.

SINGER

And where were you? Warm skin,

13 INT. BRONZE NIGHT CLUB - NIGHT

Spike drinking whiskey at the Bronze bar.

SINGER (V.O.)

wolf grin, and where were you?

14 INT. BRONZE NIGHT CLUB - NIGHT

Band on stage.

SINGER

I fell into the moon and it covered you in blue.

15 EXT. SUNNYDALE CEMETERY - NIGHT

Buffy patrolling.

SINGER (V.O.)

I fell into the moon.

16 INT. BRONZE NIGHT CLUB - NIGHT

Band on stage.

SINGER

Can I make it right?

17 EXT. SUNNYDALE CEMETERY - NIGHT

Buffy patrolling.

SINGER (V.O.)

Can I spend the night?

18 INT. LIBRARY AT U.C. SUNNYDALE - NIGHT

Shot of the university library.

SINGER (V.O.)

High tide inside.

19 INT. LIBRARY AT U.C. SUNNYDALE - NIGHT

Willow in the university library, trying not to fall asleep.

SINGER (V.O.)

The air is dew and where were you? While I

20 INT. BRONZE NIGHT CLUB - NIGHT

Band on stage.

SINGER

I died and where were you?

21 INT. SUMMERS' HOUSE - NIGHT

Dawn coming home to an empty house. There's a note with money paper clipped to it. The note reads:

Will and I are out

until late.

Here's money for

the store.

NO PIZZA!

Love you, Buffy

SINGER (V.O.)

I crawled out of the world and you said I shouldn't stay. I crawled out of the world. Can I make it right?

22 EXT. SUNNYDALE CEMETERY - NIGHT

Buffy kneels beside a fresh grave. A hand pops out of the soil.

SINGER (V.O.)

Can I spend the night? Alone.

BUFFY

Here we go.

Fade to black.

Opening credits and title sequence.

End Prologue.

End Teaser.

ACT I:

23 EXT. MEXICAN CAR - NIGHT

Jonathan's driving with Andrew as passenger. The old El Camino car is heavily adorned in super-stereotypical Mexican style: older model car with fringe around the top of the windshield and lots of decorations.

ANDREW

(sighs) You keep circling around. Just?just drive straight in.

JONATHAN

Will you shut up? We gotta keep it low pro.

ANDREW

You're just scared.

JONATHAN

Of course I'm scared. Last time we were here, 33.3bar percent of us were flayed alive.

ANDREW

Calm down. No one's getting flayed alive. We got a plan. We're gonna fix all that.

JONATHAN

Wish I'd have stayed in Mexico.

ANDREW

Ah, I didn't like it there. Everybody spoke Mexicalan.

JONATHAN

You could've learned it. You learned the entire Klingon dictionary in two and a half weeks.

ANDREW

That had much clearer transitive and intransitive rules, OK? Besides, I can't keep having those nightmares.

JONATHAN

Me neither. Desde abajo te debora.

ANDREW

"It eats you starting with your bottom."

JONATHAN

Gonna make it right.

ANDREW

(getting misty-eyed) We're outlaws with hearts of gold.

They drive past the "Welcome to Sunnydale" street sign.

Cut to:

24 EXT. SUNNYDALE CEMETERY - NIGHT

Buffy's fighting the fledgling vampire who rose earlier. He's rather a strong and capable fighter against her.

Cut to:

25 INT. KITCHEN AT THE SUMMERS HOUSE - NIGHT

Dawn's eating pizza in the kitchen.

DAWN

(singing) Anchovies, anchovies, you're so delicious. I love you more than all the other fishes.

Cut to:

26 INT. BUFFY'S ROOM AT THE SUMMERS HOUSE - NIGHT

Dawn is holding a slice of pizza while going through Buffy's clothes and holding them up to her in front of the mirror. She accidentally brushes the pizza against a white blouse.

DAWN

Oh. Ah, she'll think it's blood.

Cut to:

27 INT. LIVING ROOM AT THE SUMMERS HOUSE - NIGHT

Dawn's playing with the Buffy's weapons. First, she's swinging the battle-axe.

DAWN

Taste my blade, spawn of evil!

She swings the axe, and the blade lands in some furniture. Then she gets out the crossbow and loads it. She's pointing it around like she's one of the Charlie's Angels or something. She accidentally pulls the trigger, causing the arrow to shoot out. It lands in the living room wall. When she tries to pull the arrow out, a large chunk of plaster comes with it. Her eyes widen, and she looks around for some way to cover it up. She moves the nearby tall houseplant in front of the hole.

Cut to:

28 INT. KITCHEN AT THE SUMMERS HOUSE - NIGHT

Dawn's listening to Mexican music and dancing around the kitchen. She gets a jumbo marshmallow out of the cabinet and puts it into the microwave on a little plate. While heating up, the marshmallow starts to swell and expand; Dawn seems impressed.

DAWN

(laughs) Cool.

She jumps when she hears a sound from somewhere else in the house.

Cut to:

29 INT. U.C. SUNNYDALE LIBRARY - NIGHT

Willow's still studying at the table, leaning her head over, propping it up on one arm, slouching a bit. Then someone starts talking to her through one of the nearby stacks. It's Cassie, from 7x04 "Help."

CASSIE

So, (Willow turns to look) this is the UC library, huh? It's so big. Hey.

WILLOW

I know you. I mean, I saw your picture.

CASSIE

(walks out from behind the stacks to Willow's table) Yeah, I know, it's kinda weird 'cause we never really met.

WILLOW

Or kinda weird because your're really dead.

CASSIE

Yeah well... (laughs)

WILLOW

Did I fall asleep?

CASSIE

No, no, I'm here. I mean, not-not here here... it's kinda complicated. Kind of ironic, too, you know. I wrote all that intense poetry about the end, and here I am again. Chatting you up.

WILLOW

Yeah, ironic.

CASSIE

I knew this would completely freak you out. It's just? (sits at Willow's table) she asked that I come talk to you. It's important.

WILLOW

She?

CASSIE

Don't worry. I'm not gona hurt you or anything?

WILLOW

Who asked you? What are you talking about?

CASSIE

She says she still sings.

WILLOW

What?

CASSIE

Remember that time on the bridge when you sang to each other? Well, she says even though you can't hear it, she still sings to you.

WILLOW

Tara?

Cut to:

30 INT. LIVING ROOM AT SUMMERS HOUSE - NIGHT

Dawn's talking on the cordless phone, sitting in front of the television, eating gooey marshmallow. An old black and white movie is playing on TV; it looks like it might be a classic horror flick.

DAWN

(to phone) Oh, come on. She is so dead. Well, he's clearly a psychopath. Is so. What? No, that is not Tom Hanks. Well, what channel are you on? (knock) OK, there it is again. I keep hearing this, like, thumping. (mutes television) (knock, knock) No, I-I can't tell if it's?

The front door flies open. Dawn goes to investigate, and a strong wind is blowing into the house. She struggles to shut the door.

DAWN

(to phone) Kit, are you there? Is there a storm?

Suddenly, the television is unmuted, playing loudly. She tries to mute it again, but the remote control button doesn't have any effect. She tries the power button on the television itself, but it doesn't work either. Finally, she tries to unplug it, but the old movie still plays with the cord out of the wall. Dawn's eyes grow wide with fear.

Cut to:

31 EXT. SUNNYDALE CEMETERY - NIGHT

Buffy's still fighting the fledgling vampire. He's dressed in a nice black suit, wearing a light blue shirt and a tie. They're having quite a row, throwing each other against headstones and such. Finally, the vampire pushes Buffy back against a headstone and grabs her throat, going for the kill, when he stops, and speaks to her:

VAMPIRE

Buffy? (laughs) Buffy Summers?

BUFFY

Have we?

HOLDEN/VAMPIRE

Oh, uh. Webs? Holden Webster. We went to school together. European History. I let you crib off my Vaclav Havel essay that time. You?you really don't remember me?

BUFFY

Sure! Sure.

Cut to:

32 INT. LIVING ROOM AT SUMMERS HOUSE - NIGHT

Dawn's scared. Mexican music is playing loudly. The television won't shut off and is playing the old horror movie loudly. Dawn smashes the TV with an axe and breaks it. She smashes the stereo as well. The music is still coming from the kitchen.

Cut to:

33 INT. KITCHEN AT SUMMERS HOUSE - NIGHT

She sees the radio?the one she was dancing to earlier?sitting there on the countertop, playing Mexican music. She walks further into the room, hoisting the battleaxe, when the microwave oven suddenly comes on.

DAWN

Oh, God. Oh, God...

She smashes the microwave, causing a tiny explosion and shattering glass on the floor. She backs away from the explosion, but she's in bare feet and the shattered glass cuts her. The radio on the kitchen counter is still going. Suddenly, tuning sound comes over the radio, causing the music to fade and a voice comes over the radio:

JOYCE (V.O.)

Dawn?

DAWN

Mom?

Fade to black.

ACT II:

34 EXT. SUNNYDALE CEMETERY - NIGHT

In vampire visage, the fledgling vampire is talking casually to Buffy.

HOLDEN

OK, um, junior year, spring production of Pippin, uh, I did the lighting design.

BUFFY

I didn't see it.

HOLDEN

But you'd helped me move the lighting board, and I dropped it on your foot.

BUFFY

Right, foot. Yes, of course. History class. It's all coming back. Sorry.

HOLDEN

Well, you know, it's not like I was a big part of your life or anything.

BUFFY

No, I just?I didn't recognize you, you know, your face, all demon, and I think you've filled out a lot.

HOLDEN

Oh, yeah, well I got into to Tae Kwon Do in a big way at Dartmouth, so...

BUFFY

That's great.

HOLDEN

Yeah.

BUFFY

So what have you been up to?

HOLDEN

Well, apparently dying. (they laugh) Uh, no, but other stuff. (they start walking) Uhh, you know, majoring in Psych. Really liking that. Uhh, took a year of to do an internship at the Sunnydale Mental Hospital.

BUFFY

Wow. That's gotta be a... popular joint.

HOLDEN

I?I keep telling them we ought to get a velvet rope and a bouncer. (they stop walking) Hey, you remember Jason Wheeler, you know, "Crazy J"?

BUFFY

(leans on nearby headstone) Oh, yeah.

HOLDEN

He always had that shtick of (waves hands around) "Yeah, I'm crazy, I'm crazy."

BUFFY

How is he?

HOLDEN

Crazy. He's been in the chronic ward since graduation. (laughs, then stops) Not really that funny, I guess.

BUFFY

Ironic, sorta.

HOLDEN

Yeah. (face changes from vampire to normal) Whoa. Did my face just change?

BUFFY

Yeah. You look human now. You can do that?go back and forth.

HOLDEN

Oh, so I'm a vampire. (laughs) How weird is that?

BUFFY

Sorry.

HOLDEN

No, no. Feels great. Strong. Like I'm connected to a powerful all-consuming evil that's gonna suck the world into a firey oblivion. How 'bout you?

BUFFY

Not so much connected. (stands and walks away, he follows)

HOLDEN

No, no. I mean, with the stake and the cross?you do this kind of thing a lot?

BUFFY

(stops walking, turns to face him) I'm the slayer. It's sort of a thing.

HOLDEN

So, what?you like fight vampires professionally? Or?

BUFFY

Oh, I don't get paid. It's more like a calling. Since?even in school.

HOLDEN

I heard a lot of rumors about you back then. You were all mysterious.

BUFFY

I was?

HOLDEN

Well, you were never around. A lot of kids thought you were dating some really old guy, or that you were just heavy religious. Scott Hope said you were gay.

BUFFY

What? I dated that ringworm.

HOLDEN

He says that about every girl he breaks up with. And then last year, big surprise, he comes out.

BUFFY

(shakes her head) Men. Do I know how to pick 'em.

HOLDEN

So, all that time, you were a slayer?

BUFFY

The.

HOLDEN

"The", like as in "the only one"?

BUFFY

Pretty much.

HOLDEN

Oh. So, when you said not connected, that was kind of a telling statement, wasn't it?

BUFFY

(puts hands on hips) Ah, Psych 101 alert.

HOLDEN

Well, I'm just saying.

BUFFY

Yeah, what I really need is emotional therapy from the evil dead.

HOLDEN

Hey, it was your phrase.

BUFFY

I'm connected. I'm connected to a lot of people, OK.

HOLDEN

No. No, I hear ya.

BUFFY

I really am.

Pan down to show that Buffy's cell phone has fallen on the ground behind a nearby tombstone. It's ringing.

Cut to:

35 INT. LIVING ROOM AT SUMMERS HOUSE - NIGHT

Dawn's on the phone, frantic. She's sitting on the coffee table with her back to the couch, bandaging her feet while she makes the phone call.

DAWN

Buffy, come on, pick up. I don't know what to do!

Dawn hangs up the phone and picks up the radio that was in the kitchen before. She shakes the radio. Joyce is lying on the couch behind her in the same position as she was when Buffy found her dead in episode 5x17 "The Body".

DAWN

(crying) Do it again! I heard you.

Dawn stops and turns slowly to look at the couch behind her, but it's empty. The lights go out for a second. When they come back on, Dawn can see that all the dining room chairs have been placed upside down on the dining room table in the next room. The weapons chest has been turned on end, spilling its contents onto the floor. She looks around, frightened, and sees a message written on the wall in blood: "Mother's Milk is RED Today", and there's a bloody handprint below it. The lights dim again for only a moment, and when they come back on, the message is gone and the weapons chest and the dining room furniture are back in their normal configurations again. Dawn shivers. There's a knocking sound: knock, knock, knock.

DAWN

Why are you doing this!

Knock.

DAWN

Why are you? I don't understand. (knocking continues) Stop. Stop it! Stop it! Stop it! Aah!

Knocking stops.

DAWN

Hello?

Knock.

DAWN

(to herself) Once for yes... (out loud) Once for yes, twice for no. Mom? (looks around)

Knock.

DAWN

Mom, it's you?

Knock.

DAWN

Are you OK?

Knock. Knock.

DAWN

You're not. Mom... mommy... are you alone?

Knock. Knock.

The house starts to shake, like an earthquake, but not. A strobe light flashes in Dawn's face. Dawn screams. Home decor is falling to the floor everywhere: lamps, pictures, vases, etc.

DAWN

Why are you doing this?!

Cut to:

36 INT. LIBRARY AT SUNNYDALE HIGH - NIGHT

Jonathan, dressed entirely in black, is descending a rope from the ceiling, landing in the library room used for Cassie's ritual in episode 7x04 "Help." He unhooks himself and looks around.

ANDREW (O.S.)

Aah!

Andrew, also clad in black, has fallen from the ceiling, not quite so adept with the ropes as Jonathan. He lands flat on his face.

JONATHAN

Get up, you wuss.

ANDREW

I have shin splints. (tries to get up) Ow.

Cut to:

37 INT. HALLWAY AT SUNNYDALE HIGH - NIGHT

Now Jonathan and Andrew are walking down the hallway, carrying large black packs on their backs. Andrew has a map of the school and both have a flashlight.

JONATHAN

Maybe we should turn on a light.

ANDREW

No, they'll see it from outside.

JONATHAN

Right.

They hear a noise coming from down the hall, like glass breaking. They turn to look.

JONATHAN

Maybe we should go get Buffy.

ANDREW

No way.

JONATHAN

We should just tell her what we know about this evil Danthazar.

ANDREW

(they start walking) Think, McFly. Why would she believe us without any proof? We go to her empty-handed, and we'll be coolin' our heels in the clink in a Bell's microsecond.

JONATHAN

I ain't goin' back to the big house. That place changes a man.

ANDREW

That's why we need proof. Think of it as?as trial by fire. A quest.

JONATHAN

Una questa.

ANDREW

We find it. We alert the slayer. We help her destroy it. We save Sunnydale. (they stop walking) Then we join her gang and possibly hang out at her house.

JONATHAN

Right. OK. What do we do?

ANDREW

I think we should find the Principal's office and work our way down from there.

JONATHAN

OK, uh, um, uh, you go check down the hallway (points left), and I'll go over there. (points right)

ANDREW

Check communications?

Still standing beside each other, they both reach into the pockets of their cargo pants and pull out walkie-talkie radios. The radios beep when turned on.

JONATHAN

(to radio) Check. Check.

ANDREW

(to radio) Check. Check.

JONATHAN

Check.

ANDREW

Check. Check.

JONATHAN

Check. Check.

ANDREW

Check. Check. Check.

JONATHAN

Check.

They nod to each other, then walk their separate ways.

JONATHAN

Echo 2 to Echo 1.

ANDREW

This is Echo 1. Go ahead.

JONATHAN

Do you think they'll really let us join their gang?

Andrew shrugs. Jonathan walks away. Down the hall, Warren walks out from behind some lockers and walks up to Andrew...

WARREN

Nice job.

ANDREW

There you are. I'm scared out of my frickin' gourd here.

WARREN

(laughs) Take it easy. Take it easy.

ANDREW

Do you have any idea how hard it's been to act this cool?

WARREN

Calm down, you're doing great. All specs are within parameters.

ANDREW

You keep leaving me. I hate it when you leave me. One time you died, and I ended up a Mexican.

WARREN

We've been over this. Now, that death thing was all part of the master plan. Come on, "If you strike me down..."

ANDREW

(doing an impression) "I shall become more powerful than you could possibly imagine." (laughs) Of course. Do you think, maybe, Willow could kill me, too?

WARREN

Hey, don't worry. If short round pulls off his end of the bargain, we'll both become gods.

ANDREW

(turns to look down hall where Jonathan went) (doing an impression) "That boy is our last hope."

WARREN

(walks forward to stand beside Andrew) "No, there is another."

ANDREW

(looks at Warren) Wait, really? Who's our last hope?

WARREN

No, I was just going with it. It was a thing. He's our last hope.

Cut to:

38 INT. U.C. SUNNYDALE LIBRARY - NIGHT

Willow's sitting at the table talking to Cassie, who's sitting across from her.

WILLOW

Tara, is it you?

CASSIE

She's sorry she couldn't come herself.

WILLOW

Why didn't she? I don't understand... I mean, if you can manifest yourself

CASSIE

She just can't.

WILLOW

Why not? I don't understand.

CASSIE

Because of what you did.

WILLOW

What?

CASSIE

You killed people. You can't see her. That's just how it is. I'm sorry.

WILLOW

But?But she's talking to you? And-and she can hear me? (starts to cry, looks up) Tara? Tara, I miss you. I miss you so much. (to Cassie) Can she hear me? What's happening. Did she say anything? What? Did she go away?

CASSIE

She's crying.

WILLOW

No. No, don't cry. Don't cry, sweetie. Talk to me.

CASSIE

She misses you, too. She wishes she could touch you.

WILLOW

Me too. Oh, me, too. Oh, God, Tara, it hurts so much. Everyday, it's like this giant hole, and it's not getting better.

CASSIE

It will. It can.

WILLOW

How? You're gone.

CASSIE

But you're not. You're strong, like an Amazon, remember?

WILLOW

I do. I remember.

Cut to:

39 INT. BRONZE NIGHT CLUB - NIGHT

Spike's nursing his whiskey at the bar, when a blonde woman in a faux-fur trimmed jean jacket puts down a pack of cigarettes on the bar in front of him. He raises his eyebrows, turns to look at her and nods to the stool beside him. She sits down next to him.

Cut to:

40 EXT. SUNNYDALE CEMETERY - NIGHT

Buffy's lying down on her back on a stone sarcophagus. There's a carved stone open book at one end that she's using as a pillow. Holden is sitting on a nearby headstone, talking to her. She's playing with the cross pendant on the necklace she's wearing.

HOLDEN

So, you meet someone, you form a bond...

BUFFY

But it never lasts.

HOLDEN

Do you mean in all relationships, or just yours?

BUFFY

My parents weren't exactly the paragon of stay-togetherey-ness. Maybe that's part of it. I think there're people out there who'd make it. I just... target the impossible ones... with deadly accuracy.

HOLDEN

You think you do that on purpose? Maybe you're trying to protect yourself?

BUFFY

Protecting myself? From heartbreak, misery, sexual violence, and possible death? Not so much.

HOLDEN

From committing.

BUFFY

(sits up) I commit. I'm committed. I'm a committee.

HOLDEN

So it's them? You're reaching out, they're just not coming through?

BUFFY

(shifts her body) It's different. I think you're confusing me because you're evil.

HOLDEN

I just think you're in some pain here?which I do kind of enjoy 'cause I'm evil now?but you should just ease up on yourself. It's not exactly like you have the patent on bad relationships.

BUFFY

Wouldn't it be cool if I did?

HOLDEN

And what are you?supposed to be settling down already? At 21? You know, my girlfriend at college, she's so sweet. We have this great thing, but that doesn't mean I'm gonna go vampify her just so we can be together forever.

BUFFY

Sire.

HOLDEN

What?

BUFFY

The word?when you turn a human into a vampire?it's you "sire" them.

HOLDEN

Cool.

BUFFY

It's a noun too.

HOLDEN

(stands, leans on nearby headstone) Oh, I have so much to learn. Come on, isn't this insane? I mean, I was afraid to talk to you in high school, and now we're, like, mortal enemies. Hey, wouldn't it be cool if we became nemeses?

BUFFY

Is that how you say the word?

HOLDEN

We're gonna have to fight to the death, aren't we?

BUFFY

It's the time-honored custom.

HOLDEN

Wow, reality just shows up sometimes, doesn't it? But, you know, I've got the bloodlust pumping, and I kinda get it. I'm looking for a fight. And, oh, it's nothing personal.

BUFFY

(stands) Oh, no, I mean, you've been great.

HOLDEN

And fun catching up. I haven't really kept in contact with many of my friends from high school. Guess I'll be looking them up pretty soon. (laughs)

BUFFY

(looks down) Yeah.

HOLDEN

Hey, I don't mean to be Count Buttinsky here, but you just don't seem as thrilled. Is it because we're gonna fight?

BUFFY

'S 'cause I'm gonna win.

HOLDEN

(laughs) Hello. Two years of Tae Kwon Do and vampire strength. I think somebody's counting their chickens.

BUFFY

You're not leaving this graveyard. (shrugs) Can't let ya.

HOLDEN

Do the words "superiority complex" mean anything to you?

BUFFY

You think I'm gonna let you go kill a bunch of people? You know I'm sworn to?

HOLDEN

No, no. I get the battle against evil. That's not the issue?

BUFFY

There is no issue. Don't issue me.

HOLDEN

Just answer me this: whose fault was your parents divorce?

BUFFY

(rolls eyes) OK, you know, this is beyond evil. This is insane troll logic. What do my parents have to do with?

HOLDEN

(sits on sarcophagus) I'm just curious. Your opinion.

BUFFY

(sighs, sits on sarcophagus next to him) They both have a lot of?

HOLDEN

Off the top of your head.

BUFFY

(hangs head) My dad.

HOLDEN

Uh-huh.

BUFFY

He cheated. Um, I think he cheated.

HOLDEN

So, of all of these relationships of yours?that you knew subconsciously were totally doomed?Whose fault is that?

BUFFY

It's incredibly different.

HOLDEN

I was just wondering, (stands) is it possible, even a little bit, that the reason you have trouble connecting to guys is because you think maybe they're not worth it? Maybe you think you're better than them.

BUFFY

(glares) Say, there's that bloodlust I was looking for.

HOLDEN

Struck a nerve.

BUFFY

I'm gonna strike a nerve cluster in a minute, you don't get off this. I don't remember you being this annoying.

HOLDEN

You don't remember me at all.

BUFFY

Yes, I do.

HOLDEN

Yeah, like, after 30 minutes of reminding. And I don't take it personally because clearly you were in your own little world in high school. All chosen. All destiny. Who could live with that for seven years and not feel superior?

BUFFY

I'm not. My God, if anything, I? (hangs head)

HOLDEN

What?

BUFFY

I just?(sighs) if you knew what I've done, what I've let myself become. My best friends don't even?You'd laugh, you heard some of the things I've done to them.

HOLDEN

(sits on nearby headstone) Buffy, I'm here to kill you, not to judge you.

BUFFY

The last guy I was with, it got really? I behaved like a monster, treated him like? But at the same time, I-I let him completely take me over. Do things to me that? (starts to cry, Holden stands) I'm sorry. (wipes eyes) Wow, I didn't mean to get all true-confessions there. I don't know what's wrong with me.

Holden walks forward to inspect a figurine of Mary that adorns a nearby tombstone. He picks up Mary.

HOLDEN

There's nothing wrong with you.

Holden hits Buffy in the head with the Mary statue, sending Buffy across the sarcophagus in a flip. Holden jumps over the tomb and lands in front of Buffy, grabbing her jacket, and talking right in her face in his vampire visage.

HOLDEN

Everyone's got issues. (growls and goes to her neck, fangs bared)

Fade to black.

ACT III:

41 EXT. SUNNYDALE CEMETERY - NIGHT

Buffy pushes Holden off of her, and they begin to fight.

BUFFY

(pauses) You son of a bitch!

HOLDEN

(stands) What?

BUFFY

I think I'm gonna kill you just a little bit more than usual. (she punches, he blocks then kicks her)

HOLDEN

Aw, come one. I mean, we had a moment. You opened up. It was really sweet. It make me want to bite you. I'm sorry if I overstepped my bounds. I'm just new to this mortal enemy stuff. (she stands, he kicks her) Pretty fast learner, though, right?

Buffy kicks him and jumps him, pushing him (and herself) through a stained glass window into a nearby crypt.

Cut to:

42 INT. LIVING ROOM AT SUMMERS HOUSE - NIGHT

Dawn's alone at home. The power's out. She's standing in the middle of the living room, looking around. In the background, there's a sound something like a cross between roaring wind and a growling animal.

DAWN

I hear you. I hear you breathing. Are you hurting my mother? Are you keeping her from coming back to me?

A strobe-like flash lights the room momentarily. A white-eyed Joyce is lying on the couch one second, and then gone the next.

DAWN

Mom? I see you. I'm coming towards you, OK?

Another flash, and Joyce is lying on the couch screaming while a dark shadowy figure is choking her as she reaches out toward Dawn.

DAWN

She's trying to talk to me. Get off her and let her talk to me! (to herself) The axe!

Dawn gets down on the floor, crawling around looking for the battleaxe. Suddenly the shadowy figure has the axe and swings it at Dawn's head. She screams. It just misses her.

SHADOWY VOICE

Get out!

Dawn runs toward the front door, which has swung open again. Wind is blowing hard into the house. She almost goes out, but stops in mid-stride.

DAWN

No! (shuts door) She's my mother. I'm staying.

Shot of Joyce on the couch. Her eyes flash open.

Cut to:

43 INT. BASEMENT AT SUNNYDALE HIGH - NIGHT

Andrew and Jonathan are walking around in the basement.

JONATHAN

Seeing the high school again, part of me wishes I could go back.

ANDREW

Everything's shifting around. I feel like we're in Hellraiser. I hate Pinhead.

JONATHAN

Let me see that. (takes map) Did we circle all the way around? Maybe we should start over?

Andrew's looking around while Jonathan inspects the map. Andrew sees Warren standing by a door.

ANDREW

(points to the door) There it is.

JONATHAN

Are you sure? (shines flashlight on door. Warren has vanished, and there's no one there)

ANDREW

Yeah. (sees Warren still standing there)

Cut to:

44 INT. BASEMENT AT SUNNYDALE HIGH - NIGHT

Enters through the door into an empty dirt-floored room. Jonathan's shining a flashlight onto his map.

JONATHAN

You know, I think you may be right. If this lines up, what we're looking for should be right under there.

Jonathan shines his flashlight on the dirt in the center of the room. Andrew takes a pickaxe and starts digging.

Cut to:

45 INT. CRYPT AT SUNNYDALE CEMETERY - NIGHT

Buffy proceeds to kick the crap out of Holden. Finally he falls to the ground. Buffy straddles his chest, pointing a stake at his heart.

BUFFY

See? You're dead. That enough of a moment for ya?

HOLDEN

(changes from vamp visage to human face) OK. But are you killing me 'cause I'm evil or because you opened up?

BUFFY

(sighs, stands) Uhh! (he tries to get up and she kicks him in the face. he laughs) What is wrong with you?

HOLDEN

(stands) Nothing. I got no worries. I'm dead. The biggest thing on my mind is whether or not Tricia Waldman came to my funeral or not. Do you remember her? Ohh?biteable.

BUFFY

See, this is what I hate about you vampires. Sex and death and love and pain?it's all the same damn thing to you.

HOLDEN

(walks around) Well, you know it's?it's kind of a guy thing. We talk about nailing a girl, there's all this?

BUFFY

No, it is not the same. With vampires, it is completely? Believe me, I know.

HOLDEN

(stops) Oh, my God!

BUFFY

Oh, your God what?

HOLDEN

Oh, well, you know, not my God, because I defy him and all of his works, but?Does he exist? Is there word on that, by the way?

BUFFY

Nothing solid.

HOLDEN

Oh. I keep getting off topic because my mind is racing here. (takes off jacket) All right. I'll make a deal with you. We fight. To the death. Great. That last fight was just exhilarating. And I actually had a move coming up to block that stake. (walks toward Buffy) But you have to answer one question, and if I'm right, I get to ask anything?no secrets, no defensiveness, anything I want to know.

BUFFY

What's your question?

HOLDEN

Your last relationship?was it with a vampire?

Cut to:

46 EXT. SUNNYDALE NEIGHBORHOOD STREET - NIGHT

Spike's walking down a neighborhood street beside the girl he met at the bar. They're smiling and talking and seem to be having fun.

Cut to:

47 INT. U.C. SUNNYDALE LIBRARY - NIGHT

Willow's still sitting at the library table across from Cassie.

WILLOW

I don't know where to start. Um, after Warren shot you?you know all about that, what happened? It was horrible. I was horrible. I?I lost myself, the regular me.

CASSIE

Well, you were grieving.

WILLOW

A lot of people grieve. They don't make with the flaying. I hurt so many people.

CASSIE

It was the power.

WILLOW

I am the power. It's in me. Did I mention the random destruction of property? The Magic Box is not so much a box now?

CASSIE

The power is bigger than you are.

WILLOW

I know, but?

CASSIE

Things are more clear where Tara is, where we are. We can see your path, and you have to stop. You can't use magic again, not ever.

WILLOW

Black magic, of course. But Giles says it isn't as simple as-as quitting it all cold-turkey?

CASSIE

It's too dangerous. You can't take the chance that you'll lose control.

WILLOW

I-I don't want to. I-I can't. I never want to cause that kind of pain.

CASSIE

Of course you don't.

WILLOW

So, I won't. I'm gonna be OK.

CASSIE

She says...

WILLOW

What?

CASSIE

You're not gonna be OK. You're gonna kill everybody.

Willow stares at her.

Fade to black.

ACT IV:

48 INT. BASEMENT AT SUNNYDALE HIGH - NIGHT

Jonathan and Andrew are digging up the dirt in the room.

JONATHAN

We almost got this thing uncovered.

ANDREW

Yep.

JONATHAN

I hope Buffy'll know how to destroy it. (stops digging) 36-19-27! That's it! That was my locker combination. (digs) God, it's been bugging me all night.

ANDREW

Dude, we spent the last few years trying to forget about high school. Why are you trying so hard to remember it?

JONATHAN

I don't know. I guess I miss it. Don't you?

ANDREW

Yeah, I really miss it.

JONATHAN

(stops digging) No, I'm serious. I really miss it. Time goes by, and everything drops away. (Andrew stops digging, looks at Jonathan) All the cruelty, all the pain, all that humiliation. It all washes away.

Andrew looks over Jonathan's shoulder and sees Warren standing there, staring at him.

JONATHAN

I miss my friends. I miss my enemies. I miss the people I talked to every day. I miss the people who never knew I existed. I miss 'em all. I want to talk to them, you know. I want to find out how they're doing. I want to know what's going on in their lives.

ANDREW

You know what? They don't wanna talk to you?all those people you just mentioned. Not one of them is sitting around going, "I wonder what Jonathan's up to right now." Not one of them cares about you.

JONATHAN

Well, I still care about them. That's why I'm here.

Jonathan goes back to digging, and Andrew follows suit. Pan out to show that they are uncovering a 6-foot wide circular object made of metal molded into the shape of an inverted pentagram with a horned goat head symbol on it.

Cut to:

49 INT. LIVING ROOM AT SUMMERS HOUSE - NIGHT

Dawn's sitting Indian-style on the living room floor, surrounded by white candles and thick books. She's got one of the books open to a specific page. The strange breathing sound is still present.

DAWN

I know you're there. I will cast you out. My mother needs to talk to me.

Dawn's holding a bowl and sprinkles dust from the bowl on the ground in front of her. A force pushes her backwards across the room. She stops when her back hits the wall, but she's still got the bowl in her lap.

DAWN

I cast you from this place. (sprinkles dust) It is your poison and your bane. (sprinkles dust)

Something scratches Dawn's face, leaving a bloody gash, and she screams.

DAWN

(sprinkles dust) It is the skin that is cut from your flesh!

A strong wind blows out all the candles. The living room window explodes inward, shattering pieces of glass all over her and the room.

Cut to:

50 INT. CRYPT AT SUNNYDALE CEMETERY - NIGHT

Buffy's sitting on the steps inside the crypt, talking to Holden, who's sitting beside her.

BUFFY

And the joke is... he loved me. I mean, in his own sick, soulless way, he really did care for me. But I-I didn't want to be loved.

HOLDEN

Didn't you?

BUFFY

I have all this power. I didn't ask for it. I don't deserve it. It's like... I wanted to be punished. I wanted to hurt like I thought I deserved. I sorta think?you know, this is, um, complicated. If you'd rather just fight...

HOLDEN

(leans back) Tell me.

BUFFY

I feel like I'm worse than anyone. Honestly, I'm beneath them. My friends, my boyfriends. I feel like I'm not worthy of their love. 'Cause even though they love me, it doesn't mean anything 'cause their opinions don't matter. They don't know. They haven't been through what I've been through. They're not the slayer. I am. Sometimes I feel?(sighs) this is awful?I feel like I'm better than them. Superior.

HOLDEN

Until you can't win. And I thought I was diabolical?or, at least I plan to be. You do have a superiority complex. And you've got an inferiority complex about it. (laughs) Kudos.

BUFFY

It doesn't make any sense.

HOLDEN

(sits forward) Oh, it makes every kind of sense. And it all adds up to you feeling alone. But, Buffy, everybody feels alone. Everybody is, until you die. Speaking of...(stands) you ready for our little death match?

BUFFY

I suppose. (stands) Thanks, for listening.

HOLDEN

Oh, you know, there's some things you can only tell a stranger.

BUFFY

You're not a stranger. That stuff with Spike is pretty?

HOLDEN

Hold it.

BUFFY

What?

HOLDEN

Did you say Spike?

Cut to:

51 EXT. OUTSIDE AN APARTMENT BUILDING - NIGHT

Spike's walking the young woman to the apartment building. She starts walking up the staircase and gestures that he follow. Spike stands still, though, keeping his hands in his pockets, rocking on his heels. She comes back down the stairs and stands close to him.

Cut to:

52 INT. LIVING ROOM AT SUMMERS HOUSE - NIGHT

The lights are still out. The window is busted in. Papers are blowing around. The room looks like a disaster area. Dawn stands up and continues with the banishing spell.

DAWN

I cast you out with every prayer from every god that walked the Earth and crawled beneath. (thrown across the room, landing on her butt, she continues. her mouth is bloody) I cast you out with the strength of those who love me. (stands) I cast your out with the strength I have inside me! I cast you out into the void. (throws bowl forward) That's right! Die, you bastard!

The noise and wind stop. Blood spatters all the walls, but then fades and disappears altogether. The house is a complete wreck, but still now. Dawn whimpers and collapses. A golden light fills the room. Dawn looks up and sees a vision of Joyce standing there in front of her, beautiful and glowing, wearing a long white gown. Dawn manages to push herself up on her arms and sit up.

DAWN

Mom?

Cut to:

53 INT. U.C. SUNNYDALE LIBRARY - NIGHT

Willow's still talking to Cassie. Willow seems panicked, while Cassie is calm.

WILLOW

I'm gonna what?

CASSIE

That's why I came. We needed to warn you.

WILLOW

You saw my path? W-what do you know? What?what did you see?

CASSIE

You don't want to know what we saw.

WILLOW

Oh, God!

CASSIE

But if you stop?completely. No more magic.

WILLOW

Right. Right. Stop. W-what about Giles? He made it seem like it was just as dangerous for me to quit completely, like I'll go off the deep end again?

CASSIE

You can't. If you do so much as another spell?

WILLOW

I tried to stop. I-I tried. What if I can't do this?

CASSIE

Don't think that way.

WILLOW

Well, how can I not? You're telling me I'm gonna murder all my friends. I'm not strong. I'm not an Amazon. I'm just me.

CASSIE

Well, there is one thing?one thing you could do to stop it.

WILLOW

(eyes wide) What? Anything.

CASSIE

And you could see her. You wouldn't have to talk through me.

WILLOW

(softly) Tara?

CASSIE

That's what you want, isn't it?

WILLOW

Of course.

CASSIE

So go. Be with her. Everybody will be safe, and you'll be together again. It's not that bad. Really. It's just like going to sleep.

Willow suspects that something's wrong. She stands cautiously.

WILLOW

Who are you?

Cut to:

54 INT. CRYPT AT SUNNYDALE CEMETERY - NIGHT

Buffy and Holden are still talking at the crypt.

BUFFY

What do you mean? How do you know Spike?

HOLDEN

What do you mean, how? He was the guy that, um?oh, what's the word?

BUFFY

Sired.

HOLDEN

Yeah, he was the guy that sired me.

Cut to:

55 EXT. OUTSIDE AN APARTMENT BUILDING - NIGHT

Holding the young woman in an embrace, Spike rears back in vampire face and sinks his fangs into her neck. He drinks deeply, but she doesn't struggle much and barely makes a sound.

Cut to:

56 INT. LIVING ROOM AT SUMMERS HOUSE - NIGHT

Joyce is standing there, all glowy and robed in white, talking to Dawn, who's still sitting on the floor.

JOYCE

Things are coming, Dawn. Listen, things are on their way. I love you, and I love Buffy, but she won't be there for you.

DAWN

What? Why are you?

JOYCE

When it's bad, Buffy won't choose you. She'll be against you.

The vision of Joyce starts to fade.

DAWN

No! No, don't go! Please, don't go!

Joyce disappears entirely. Dawn, still sitting in the middle of the living room floor, sobs.

Cut to:

57 INT. BASEMENT AT SUNNYDALE HIGH - NIGHT

Jonathan is packing up his bag, when Andrew comes to him and puts his right hand on Jonathan's shoulder. Jonathan looks up at Andrew, stands, and sees Warren standing behind Andrew. Jonathan's eyes widen as Andrew takes his left hand and stabs him in the belly with a dagger. Jonathan looks at Andrew and Warren, hurt.

Cut to:

58 INT. U.C. SUNNYDALE LIBRARY - NIGHT

Willow's standing, and Cassie's still sitting at the library table. Cassie seems smug and flippant now.

CASSIE

Suicide thing was too far, huh? Hmm. You seemed so ripe.

WILLOW

Tell me who you are.

CASSIE

(leans forward) I stand by my opinion. The world would be a better place if you took a razorblade to your wrist?

WILLOW

Stop.

CASSIE

I can see it now. (stands) Candlelight, the Indigo Girls playing, picture of your dead girlfriend on your bloody lap.

WILLOW

Stop it!

CASSIE

(mocking) Oh, baby, you left such a big hole. It hurt so bad. (serious, leans in) You don't know hurt. This last year's gonna seem like cake after what I put you and your friends through, and I am not a fan of easy death. Fact is, the whole good-versus-evil, balancing the scales thing?I'm over it. I'm done with the mortal coil. But believe me, I'm going for a big finish.

WILLOW

From beneath you, it devours.

CASSIE

(leans back) Oh, not it. Me.

Cassie sports a wicked grin, and then her skin rolls back, and her jaws flip back and she's turning inside out until she's a floating ball of flesh, then?poof!?she disappears altogether. Willow's left just standing there in front of the library table.

Cut to:

59 INT. LIVING ROOM AT SUMMERS HOUSE - NIGHT

Dawn's sitting still on the floor of the living room, staring blankly. The song that the band was singing at the Bronze in the first scene starts playing over the remaining scenes.

Cut to:

60 INT. BASEMENT AT SUNNYDALE HIGH - NIGHT

Jonathan collapses onto the metal object that they unearthed. He bleeds profusely, with his blood filling the grooves in the object, as Andrew and Warren stand there and watch. The metal object starts glowing.

SINGER (V.O.)

I fell into the moon and it covered you in blue.

Cut to:

61 EXT. OUTSIDE AN APARTMENT BUILDING - NIGHT

Spike roughly drops the young woman he was biting. He turns toward the camera in vampire face, his fangs and mouth dripping with fresh blood. He wipes his lips with his hand.

SINGER (V.O.)

I fell into the moon.

Cut to:

62 INT. CRYPT AT SUNNYDALE CEMETERY - NIGHT

Buffy stands with her stake in hand as Holden turns to dust in front of her. She puts down her staking arm with a blank look on her face.

SINGER (V.O.)

Can I make it right? Can I spend the night? Alone.

Cut to:

Closing credits.