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TEASER (RECAP SEGMENT):

GILES (V.O.)

Previously on Buffy the Vampire Slayer:

1 INT. FOYER AT BUFFY'S HOUSE - NIGHT

Buffy and Spike talk near the front door. While Spike talks, show shots of foreign girls being killed.

SPIKE

I'm just a guy with his ear to the ground, but even I can feel it. Something's coming. I don't know what exactly, but something's brewing. And it's so big, ugly and damned it makes you and me look like little bitty puzzle pieces.

1a EXT. CITY STREET IN ISTANBUL, TURKEY - NIGHT

A dark-haired girl is running through the arched hallway, looking over her shoulder and panting from the exertion of running so fast. She's being chased. Two people in hooded cloaks are chasing her. Two hooded figures hold her down, and a third figure raises an arched, shiny, silver dagger and thrusts down at her.

1b INT. PARKING GARAGE IN FRANKFURT, GERMANY - NIGHT

A girl with hot pink hair with black bangs at her forehead, a nose ring, and a metal collar is trying to escape her pursuers. Finally, she thinks she's safe when she goes through a doorway to the outside near a crowd of club patrons, but she is pushed back inside. Robed men close the door behind them and start to fight with her. She is knocked to the ground, lying on her back. Finally, one of the robed people pulls out a curved silver dagger and stabs her.

Cut to:

2 INT. XANDER'S APARTMENT - NIGHT

Xander's showing his apartment to his new roommate, seeming somewhat peeved.

XANDER

You're gonna live in that small room over there. I know it looks like a closet, but it's a room now. (to Buffy) And I hate this plan. I just don't understand when his problems became your problems—more specifically mine.

BUFFY

The school basement is making him crazy. We can't just leave him there. It's just—things are different now—he has a soul.

Cut to:

3 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.

DAWN

Mom?

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

DAWN

Get off her and let her talk to me!

The noise and wind stop. Blood spatters all the walls, but then fades and disappears altogether. The house is still 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.

JOYCE

Things are coming, Dawn. When it's bad, Buffy won't choose you.

The vision of Joyce starts to fade.

DAWN

No!

Cut to:

4 INT. U.C. SUNNYDALE LIBRARY - NIGHT

Willow's standing, and Cassie's standing on the other side of the library table. While Cassie talks, show shots of Spike's activities.

CASSIE

(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. But believe me, I'm going for a big finish.

4a 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.

4b 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.

4c 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.

4d 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.

WILLOW

From beneath you, it devours.

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:

5 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:

6 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.

Fade to black.

End Recap.

The Start Of Episode

Prologue:

7 INT. XANDER'S APARTMENT - NIGHT

There's a knocking at the front door. Xander comes out of his bedroom, groggy and grouchy. The knocking continues.

XANDER

(sighs) OK, OK, I'm coming. I'm up. It's 4:30 in the morning. Sweet mamalooshin. (through door) Who is it?

BUFFY

It's me.

XANDER

(opens door) Buffy?

BUFFY

(walks inside hurriedly) Where's Spike?

XANDER

Spike?

BUFFY

Spike. Xander, is he here?

XANDER

No, he's out. At least he was when I got home.

BUFFY

Any idea where he went?

XANDER

I don't know, creature of the night, Buff. He's probably out creaturing. (Buffy looks out the window) Why, what happened? Is he in trouble?

BUFFY

I hope not.

Cut to:

8 INT. BASEMENT - NIGHT

Spike's humming a song to himself, digging a hole in the dirt basement floor. He stops, dusts off his hands and looks down. Pan over to show the young woman he killed in the previous episode. He grabs her up by her jacket collar, looks her in the face, and callously throws her into the grave. He buries her in the dirt, still humming.

Fade to black.

ACT I:

9 INT. FLAT IN ENGLAND - DAY

A middle-aged man comes into his apartment, reading a book. When he looks up, he notices that the place has been broken into. There's a broken flower vase, plus furniture is disarranged.

MAN

Nora? Nora?

He walks into the next room and sees a teenage girl lying on the floor, apparently stabbed in the back. She's not moving. The man looks stunned momentarily, then someone cloaked in a full-length hooded black robe tries to stab him with a silver curved dagger. The man's reflexes are quick, though, and he blocks with his briefcase. He runs to grab a sword from his collection, but is attacked from behind by another robed person. He falls to the ground, landing next to the young girl.

Cut to:

10 INT. BUFFY'S HOUSE - NIGHT

Willow comes home hurriedly through the front door.

WILLOW

Buffy? (starts to go upstairs)

From the living room, Dawn answers. She's sitting on the floor in front of the couch, hugging a pillow, amid the destruction from her earlier encounter.

DAWN

She's not here.

WILLOW

Dawn? Oh my God. (goes to her side) What're you— Dawn, what happened here? What— You're cut.

DAWN

I'm all right.

WILLOW

Let me see, make sure. (turns her face to inspect it)

DAWN

I saw Mom.

WILLOW

What?

DAWN

She was here, Willow. I saw her. She was here, and she spoke to me.

WILLOW

Oh, sweetie.

DAWN

No, she was right here, and—and then she wasn't. She—

WILLOW

It wasn't her.

DAWN

What?

WILLOW

At least, I don't think. I-I saw something too, and it looked like... someone else, but it wasn't.

DAWN

I don't understand.

WILLOW

It's the Big Bad, Dawn. The one we knew was coming.

DAWN

But, that's what she said. Mom, she said that things were coming, that things were on their way, and that she loves us. So, it had to be her, right? I mean, her warning was true.

WILLOW

(shakes head) I don't know. I just don't think we can trust anything right now.

DAWN

So maybe the evil thing messing with you was here too. Only maybe it was the thing trying to keep mom away. 'Cause she was trying to protect me. Maybe.

Cut to:

11 INT. XANDER'S APARTMENT - NIGHT

Xander's making himself a cup of coffee while chatting with Buffy.

XANDER

Why would a vampire lie about who sired him. What's that? Some kind of status symbol for the undead. My sire can beat up your sire. (sits)

BUFFY

I'm not saying I don't believe him.

XANDER

You just don't want to. OK, let's look at this objectively. Figure it out in a cold, impersonal, CSI-like manner 'cause we're a couple of carpet fibers away from a case.

BUFFY

Spike can't be the one doing this. He couldn't if he wanted to.

XANDER

Why not?

BUFFY

Well, for one thing, pain chip, remember? He can't hurt anyone.

XANDER

Didn't stop him from hurting you. (Buffy looks away) Hey, objective here. Maybe the chip's not working anymore.

BUFFY

Oh, it's working. I've seen it.

XANDER

Is it? Or is that what Spike wants you to think?

BUFFY

You think it's an act?

XANDER

I don't really know. And neither do you.

BUFFY

No, mm-mmm. There's something. I-I can feel it. He's different. He's changed. And, if it is an act, then the Oscar goes to...

Spike comes in the front door, and Buffy and Xander both stare at him. He stops in his tracks.

SPIKE

Well, this can't be good. You here at this hour. There trouble?

BUFFY

No, no trouble. I was just— Uh, we were just—

SPIKE

(nods) Right. (shuts door) None of my business. No worries. (starts walking to his room)

BUFFY

(walks up to him) Spike, I— How was your night?

SPIKE

'S all right. And yours? Did you, uh, bag any baddies?

BUFFY

One. Vampire. Uh, someone I used to know, actually, a little. Holden. Holden Webster.

SPIKE

You knew him, huh? (walks closer to her) That must've been a picnic.

BUFFY

Yeah.

SPIKE

Well, I'm gonna turn in before I drop. (goes to his room) G'night. (closes door behind him)

XANDER

(stands) You see that? You see how he reacted when you mentioned Webs? Cool as Cool Whip. What's up with that?

BUFFY

The sun's coming up. I need to get home and check on Dawn. We need to keep an eye on Spike.

XANDER

Whoa, whoa, whoa. When you say we you mean me. And me's gotta go to work. I got a big client meeting in a couple of hours.

BUFFY

Xander, this is serious. We cannot let him leave this house until we know if he's killing again. We need to find someone that can watch him.

Cut to:

11 INT. XANDER'S APARTMENT - DAY

Anya's at Xander's apartment, and she's a little upset with him. Xander's opening all the blinds in the living room area.

ANYA

Uh-uh. Forget it, Harris.

XANDER

Come on, Anya. You said you'd do it on the phone.

ANYA

Yeah, but that— (lowers her voice) That was before you told me Spike's killing again, and now you want me to be alone with him?

XANDER

You didn't mind being alone with him before.

ANYA

What was that?

XANDER

Nothing. Look, we don't actually know that he's killed anyone. You know, lately. Might all just be a mistake.

ANYA

Yeah, but you don't think so. OK, have you searched his room for clues? Trophies from victims? Killers like to keep trophies sometimes. Scalps, necklaces made from human teeth.

XANDER

You know, it didn't occur to me to look, but thanks for the tip. OK, so you'll be safe in here. Plenty of sunlight for you to hide in. (tries to leave)

ANYA

(follows him) What? That's it? You're not at least gonna like leave me a crossbow or a flame thrower? Something to protect myself?

XANDER

We don't want him to know we suspect anything. Besides if he tries to leave, I don't want you confronting him. Call Buffy and just let her know that he's on the move. You're gonna be fine. (grabs his hard hat and briefcase)

ANYA

Better be, because if I get vamped, I'm gonna bite your ass.

XANDER

(walks out the door) Wouldn't be the first time. (smiles, closes door)

ANYA

What was that?

Cut to:

12 INT. UPSTAIRS AT BUFFY'S HOUSE - DAY

Willow's quietly closing the door to Dawn's room. Buffy runs up the stairs yelling.

BUFFY

Dawn? Dawn!

WILLOW

(softly) Buffy, it's OK. She's OK. Not hurt. She's just exhausted. Finally fell off to sleep.

BUFFY

What the hell happened? Downstairs looks like—

WILLOW

Hell happened? Yeah. This big evil that's been promising to devour us—well I think it's started chomping.

BUFFY

Oh, God. And it started with Dawn?

WILLOW

Both of us. Buffy, this thing knows us. It made us think that we were talking to people we knew. Mine said it came with a message from Tara. But Dawn actually saw... your Mother. This thing—it had me for a while—I mean, before it started letting loose with the pulse-pounding terror. But before that, the lies were very convincing. It just seems real.

BUFFY

Lies.

WILLOW

I mean maybe—maybe to confuse us, to mess us up. Or maybe just to be cool.

BUFFY

Vampire I killed last night told me Spike sired him—two nights ago.

WILLOW

Well, that's impossible, right? So maybe it was another one. A fake-out. You got one too. It wasn't a real vamp.

BUFFY

It dusted real enough.

WILLOW

Buffy, do you think Spike is—

BUFFY

I can't. (sighs) I hope not. But if I'm wrong and he is, then I have to see it for myself. I have to be there to stop it.

Fade to black.

ACT II:

13 INT. XANDER'S APARTMENT - DAY

Anya's at Xander's apartment, and she's sitting on the couch near the windows in the living room area. The sun's not shining as brightly through the windows. Anya's staring at Spike's door. She stands, sighs, and saunters closer to it.

Cut to:

14 INT. SPIKE'S ROOM AT XANDER'S APARTMENT - DAY

Anya sneaks into Spike's room quietly, holding a stake in her hand. Spike's sleeping shirtless in the bed. She sneaks over to his dresser and goes through each drawer looking for something. The shot shows that Spike's wearing nothing under the sheets. Anya goes through his pants which are on the bed, then through his shirt which is on the floor. He rolls over, and she continues rifling through his stuff. He wakes and grabs her wrist. She's frozen in panic.

SPIKE

Anya, do be specific and tell a fellow just exactly what you're doing here.

ANYA

Well, Spike... I'm here, obviously... for...um...sex.

SPIKE

(sits up, retracts) Uh, beg pardon.

ANYA

(kneels beside bed, holding stake) You and me. Here and now. Let's go. Let's... get it on, you big bad boy.

SPIKE

Wait, wait, Anya. Just a minute. This is not exactly—is that a stake?

ANYA

Yes. Kinky. (puts the stake down)

SPIKE

Uh, well, yeah, but what do you—?

ANYA

Shh. (presses her finger to his lips) No questions. No talking. I can't help it. I can't stop thinking about you and us and our brief but unforgettable time together. I mean, it's—why else would I be here? I mean, it's not like I'm snooping around looking for proof that you're some sort of wacked out serial killer. (laughs) I don't know why I said that. Forget I said that. It's craziness talking. It's just nerves. Nerves. Nerves and-and horniness. Oh, just shut up, William, and take me. Take me now. (breathes hard)

Anya has slowly inched closer and closer to him while she talked. She leans over his chest, and kisses his neck. Spike has backed away as far as he can, but there's a wall preventing further retreat, so he just lies there, still and unresponsive. Anya notices the utter lack of reciprocation and sits up.

SPIKE

(sighs) Anya.

ANYA

Hmm?

SPIKE

It's not that I'm not tempted. Obviously, if things were different, you're a right catch.

ANYA

I got it. No problem, I understand. (beat) You think I'm fat.

SPIKE

What?

ANYA

Well, it's either that or the haircut.

SPIKE

Ridiculous. The do's quite fetching.

ANYA

Oh, right. Now you like the haircut.

SPIKE

Love it.

ANYA

Sure, as a friend.

SPIKE

Anya.

ANYA

You know, you were a lot more fun when you didn't have a soul.

SPIKE

Oh, come on. Now, I've just explained to you—

ANYA

All I'm saying is soulless Spike would have had me upside down and half way to happy land by now.

SPIKE

I need my pants.

Anya throws him his pants poutily, but she doesn't move.

Cut to:

15 INT. XANDER'S APARTMENT - DAY

Still pouting, Anya's sitting in Xander's easy chair, reading a magazine near a floor lamp. Spike comes out of his room, clothed, buttoning his shirt.

SPIKE

Didn't mean to hurt your feelings, luv.

ANYA

(pouts, doesn't look at him) Who's hurt. I'm fine.

SPIKE

Right. Look, uh, I got things to do.

ANYA

Don't stick around on my account.

Spike walks out of the apartment. Once he's gone, Anya puts down the magazine and picks up the phone.

ANYA

(dials phone) It's me. He's leaving.

Cut to:

16 EXT. SUNNYDALE PROMENADE - NIGHT

There's lots of people bustling about in the streets. A musician is playing his harmonica on the corner. As Spike passes him, the song changes, and Spike starts humming along. Buffy's only a few paces behind, following Spike. The crowd is dense, and he's difficult for her to follow. She watches him go up to a young woman in line to get into a club. He whispers in her ear, and she walks off with him, hand in hand. Buffy tries to follow, but it's getting more difficult. Spike's got his arm around the young woman now.

YOUNG WOMAN

So, um, what kind of name is Spike?

Buffy's lost him in the crowd now, looking around hoping to spot him again.

Cut to:

17 EXT. ALLEY NEAR SUNNYDALE PROMENADE - NIGHT

Spike's led the young woman into an alley.

YOUNG WOMAN

What—are you gonna make me guess? (giggles) All right. (they stop walking and embrace, face to face) I'll guess you're a little bit bad, huh? (she kisses him)

Buffy's getting worried. She walks faster and faster until she's at a jog.

YOUNG WOMAN

Am I right? Are you a bad boy? 'Cause I don't mind. You know, I was getting pretty bored waiting over there in that line. (nuzzles him) I hate waiting. (kisses his neck, he sighs) Know what I mean?

As Spike's kissing the young woman's neck where he would bite her, Buffy walks into the alley. Spike's eyes widen, and he looks up at her.

BUFFY

You know you want it. You know I want you to.

YOUNG WOMAN

(following his glance, but seeing no one there) Um, is everything— (he vamps, she screams, he bites her)

BUFFY

(smiles) There's my guy.

Fade to black.

ACT III:

18 EXT. ALLEY NEAR SUNNYDALE PROMENADE - NIGHT

Spike's biting the young woman, while Buffy looks on.

BUFFY

Now, doesn't that feel better?

Spike's face de-vamps, and he looks up at Buffy covered in blood. He drops the young woman, stares at Buffy, shudders, and runs away. Buffy smiles and morphs into Spike.

SPIKE-2

How could you use a poor maiden so?

Cut to:

19 INT. SPIKE'S BEDROOM AT XANDER'S APARTMENT - NIGHT

Buffy storms into Spike's bedroom, and throws him out of bed. He lands on the floor next to the bed.

BUFFY

Did you kill her?

SPIKE

What?

BUFFY

The girl. Last night.

SPIKE

What girl? (turns on light) What are you talking about?

BUFFY

I caught the first act. I missed the curtain call. Did you kill her? Did you turn her? Is she one of your kind now?

SPIKE

Did-did you—are you following me?

BUFFY

Answer the question. Where is she?

SPIKE

(stands) Who knows? I talked to her is all.

BUFFY

Really. (crosses arms) Looked like more than talking to me.

SPIKE

Well, I certainly didn't off her. Where are you getting this? (grabs a shirt) You know I can't.

BUFFY

Right. The chip.

SPIKE

(incensed) No, not the chip! Not the chip, dammit. You honestly think I'd go to the end of the underworld and back to get my soul and then— (sighs, shakes head) Buffy, I can barely live with what I did. It haunts me. All of it. If you think that I would add to the body count now, you are crazy.

BUFFY

So, what—you just troll the Promenade looking for drunk co-eds cause you're hungry for conversation?

SPIKE

(laughs) Oh, is that what this is? Right.

BUFFY

What?

SPIKE

You're jealous!

BUFFY

Don't play games. Not now.

SPIKE

(puts on shirt) Yeah, you saw me chatting up another bird, giving the eye to somebody else. Touched a nerve, didn't it?

BUFFY

Don't flatter yourself.

SPIKE

It burns, huh? But you can't admit it, so you trump up some charge about me being back on the juice.

BUFFY

This vampire I killed told me—

SPIKE

Told you what? That I go out? Yeah, I talk to people. Women. Talk to them 'cause I can't talk to you.

BUFFY

Oh, Spike, save it.

SPIKE

As daft a notion as "Soulful Spike the Killer" is, it is nothing compared to the idea that another girl could mean anything to me. This chip—they did to me. I couldn't help it. But the soul, I got on my own—for you.

BUFFY

I know.

SPIKE

So, yeah. I go and pass the time... with someone. But that's all it is is time, 'cause—God, help me, Buffy—it's still all about you.

BUFFY

Spike, this vampire told me you sired him.

SPIKE

That doesn't mean—

BUFFY

He said you killed him. Dumped him in a parking lot somewhere.

SPIKE

And you believe him? Vampires aren't—

BUFFY

I did follow you last night, and you know what? You didn't look lonely or casual to me. You looked like you were on the prowl.

SPIKE

You can't know that.

BUFFY

So, then, tell me. Tell me what happened. You talked to her, then what?

SPIKE

We talked. That's all I remember.

BUFFY

All you remember?

SPIKE

I don't know. I go out. I talk to people or I don't. It's boring. It all bleeds together.

BUFFY

Well, if you seem to forget that much, then—

SPIKE

Not that. The taste of human blood. That, I'd remember.

BUFFY

You were camped out on the hell mouth talking to invisible people. Recently. How can you be sure of—

SPIKE

No! You are wrong. You've got an accusation from a pile of dust and not a shred of proof.

BUFFY

So, I'll get some. (leaves the room)

Cut to:

20 INT. BUFFY'S HOUSE - DAY

Willow's on the laptop, and Anya's looking through the bookcase. Buffy and Dawn are standing nearby.

BUFFY

OK, guys, find me some evidence that he did this.

ANYA

Really? Are you sure that's what you want.

BUFFY

Find me the proof that he didn't. (Anya sits at table near Willow)

DAWN

You only think Spike is turning people 'cause that vampire told you so, right? But that night we were all told things that weren't true.

WILLOW

Maybe.

DAWN

What? What maybe.

WILLOW

Well, just because those weren't the spirits of, you know, our people—just because it was some evil thing, doesn't mean what they said can't be true.

ANYA

I used to tell the truth all the time when I was evil.

BUFFY

Look, we can't assume anything. We need hard facts.

ANYA

Well, if Spike is biting people again, should there be more dead people with neck trauma? Right? We can find that.

WILLOW

No.

ANYA

No, we can't find that? But that's easy. That computer's a moron.

WILLOW

I mean, no, there's not really an increase in neck injuries, but...

BUFFY

But what?

WILLOW

Oh. Missing people. Eight, maybe. Oh, ten of them. No bodies, they're just missing. Mostly young. Lots of girls.

DAWN

So, it's true? What that vampire told Buffy turned out to be true.

BUFFY

Maybe. But it still doesn't prove that it's Spike. Right now, he's the only one who knows for sure.

Cut to:

21 INT. SPIKE'S BEDROOM AT XANDER'S APARTMENT - NIGHT

Spike's getting ready to go out, when he puts on his jacket. He feels something in his pocket—it's the pack of cigarettes one of the young women gave him earlier. Holding it, he flashes back to meeting her at the bar and killing her. He stares at the cigarettes, shocked.

Cut to:

22 INT. XANDER'S APARTMENT - NIGHT

Xander's watching television and drinking beer. Spike comes out of his room and heads for the door, but Xander blocks his way.

XANDER

No, no, no. You're not going out.

SPIKE

I have to go.

XANDER

Buffy was very clear about the not leaving of you.

SPIKE

I know what the Slayer told you. It's not true. Now let me go, and I'll find a way to prove it.

XANDER

OK, I'm gonna list the reasons that won't happen. One— (Spike punches hi in the nose, knocking him out)

SPIKE

Ow! (Spike leaves the apartment)

Cut to:

23 INT. BRONZE NIGHT CLUB - NIGHT

Aimee Mann performs her song "Pavlov's Bells" on stage at The Bronze.

AIMEE MANN

(singing) This is how it goes. You'll get angry at yourself. And think you can think of something else, and I'll hear the clanging of the bells, 'cause I can't stop you, baby. 'Cause I don't have a bribery in place, no bright shiny surface to my face, so I won't go near the marketplace with what I'm selling lately 'cause this is how it goes...

Spike's talking to the bartender.

SPIKE

She had blonde hair. A nice looking girl. I was here talking with her.

Spike's talking to a waitress.

SPIKE

The other night. I was looking for someone who might've seen her.

WAITRESS

No, sorry. (Spike sighs)

AIMEE MANN

(singing) This is how it goes. It's all about shame and whatever they want, don't tell 'em your name.

Spike looks around the club, and finally walks upstairs.

Cut to:

24 INT. BUFFY'S HOUSE - NIGHT

Buffy's talking on the phone with Xander.

BUFFY

He hit you?

XANDER

(holding an ice pack to his face) Knocked me out. He's been gone at least half an hour.

BUFFY

Any idea where he's headed?

Cut to:

25 INT. BRONZE NIGHT CLUB - NIGHT

Aimee Mann's singing "Pavlov's Bell" in the background. Spike's sitting in a chair on the upstairs catwalk at the Bronze, drinking from a flask. A pretty young woman comes up to him to talk.

YOUNG WOMAN

One of them take your wallet?

SPIKE

What's that?

YOUNG WOMAN

The way you're scanning that crowd—you look like you're out for blood.

SPIKE

I'm just looking for a certain bird I met here the other night.

YOUNG WOMAN

Hmm, (touches his shoulders) was it me?

SPIKE

Sorry, luv. Don't think so.

YOUNG WOMAN

Not even if I ask nice? Or are you the type that has to be convinced. (sits next to him)

SPIKE

Friendly warning, pet. I'm the type best left alone.

YOUNG WOMAN

Huh. I get it. You'd rather I slip into something more comfortable. (she's vamp visage now) Should we pick off the crowd one-by-one, or block the exits and ravish the place?

SPIKE

Get away from me.

YOUNG WOMAN

What's with the wallflower act? You didn't seem so shy when you were biting me. I'm not asking if you wanna be soul mates, just figured you'd wanna have some fun. (looks into crowd) I take him, you take her—or the other way around. Whatever.

SPIKE

(grabs her) No, you're lying! (she punches him, he pushes her to the ground)

YOUNG WOMAN

Is that all I was to you—a one-bite stand?

Spike and the vampire fight on the catwalk. She takes a vase and tries to stab him with it, but he wrestles it away from her and stabs her with it instead.

AIMEE MANN

(singing) Because nobody knows that's how I nearly fell trading clothes and ringing Pavolv's bell but rarely shows it well. Well, well, well. Because nobody knows that's how I nearly fell trading clothes and ringing Pavolv's bell—

The vampire woman falls off of the catwalk, landing in the middle of the crowd before turning to dust right in front of their eyes. The music stops, and everyone stares. Then the music starts up again.

Cut to:

26 EXT. NIGHT CLUB - NIGHT

There's a long line outside of the club, and a bouncer guarding the entrance. Buffy walks up to him.

BOUNCER

Hey, sweetheart. If you wanna go in, go ahead. (holds door for her)

BUFFY

Oh, uh, actually, I need some help. I'm looking for this guy. Bleach-blonde hair, leather jacket, British accent? Kind of sallow, but in a hot way?

BOUNCER

Yeah, yeah, I know the guy. Billy Idol wannabe?

BUFFY

Actually, Billy Idol stole his look from—never mind. Has he been here?

BOUNCER

This guy your boyfriend or something?

BUFFY

No, I-I just—I need to find him, as soon as possible.

BOUNCER

Yeah, he comes in here a lot lately. Every night leaves with a different girl. Chicks like Billy Idol.

BUFFY

(looks upset) How many girls?

BOUNCER

Look, this guy—this not your boyfriend guy—if I were you, I'd lose him. He's a real player.

Cut to:

27 INT. BRONZE NIGHT CLUB - NIGHT

Spike's walking to the back of the bar to use the pay phone. Aimee Mann and her band are exiting the stage.

AIMEE MANN

(to band member) Man, I hate playing vampire towns.

Spike dials the phone.

SPIKE

(to phone) Hello? It's me. I'm seeing— I think I'm remembering. I think I've done some very bad things.

BUFFY

(on cell phone) Where are you?

SPIKE

I need—I need to see you. There's a house. 634 Hoffman Terrace.

BUFFY

I'll meet you.

Buffy and Spike hang up their phones. When Spike turns around, there's another Spike standing there, talking to him.

SPIKE-2

You shouldn't have done that. It's not time yet. Not nearly. You're going against the plan, but we can make it work.

Spike looks scared and confused.

Fade to black.

ACT IV:

28 INT. BASEMENT OF SPIKE'S HOUSE - NIGHT

This is an enormous brick Tudor style home. Spike's walking into the basement, followed by Buffy.

SPIKE

Down here. (Buffy hesitates at the top of the stairs) You won't come down? I understand. It's a risky proposition.

SPIKE-2

(blocking Spike's way) There's an order. The slayer's not in order. But it can't hurt to play. Get your claws in the mouse, you know?

SPIKE

You are not here.

BUFFY

(comes down the stairs) All right. What do you want to show me?

SPIKE

I've been remembering. The girl. I walked her home. The one you saw. And the one before that. And I think I killed her. And I think I—I think I killed the lady who lived here. And there might be others.

BUFFY

Oh, my God.

SPIKE

(walks to center of the room, Buffy follows) Here. I-I think I buried them here.

BUFFY

Spike, why?

SPIKE

Well, I don't know, do I? I don't even know how. Shouldn't be able—

Spike-2 seems to be visible only to Spike. He's pacing in the background, and starts to sing the same song Spike was humming at the beginning of the episode and that the harmonica guy played.

SPIKE-2

(singing) Early one morning, just as the sun was rising, I heard the fair maid sing in the valley down below. Oh, don't deceive me. Oh never leave me. (sits on stairs) How could you use a poor maid so?

As Spike-2 sings, Spike is distracted, mesmerized by the song, unable to respond to Buffy, who's trying to get his attention.

BUFFY

What? What is it? Spike!

Spike vamps out and attacks Buffy. She had a stake pointed at him, but he wrenches it out of her hand and throws it away behind him, shattering nearby bottles. Buffy throws him across the room.

BUFFY

What are you doing?

He grabs a shard of glass and swings it at her, cutting her shoulder.

BUFFY

Oh!

Buffy fights with him, and pushes him to the ground.

BUFFY

Spike, listen to me, you don't want to do this. (he pushes her away)

SPIKE-2

And it's just about to get fun.

Vampires start rising from the basement floor, coming for Buffy.

BUFFY

Oh, God!

Buffy fights the vampires, who have taken tools from the basement to fight her with. Spike-2 is talking to Spike.

SPIKE-2

You know what I want you to do.

Buffy continues to fight the vampires, but they manage to get a hold on her, one on each arm, holding her up for Spike.

SPIKE-2

They're waiting for you. Take her, taste her, make her weak.

Spike stands, and walks toward Buffy menacingly.

BUFFY

Spike, no!

Spike puts his face near hers, on each side of her neck, but opts to suck from her open shoulder wound he created earlier by cutting her with the glass. As he mouths her, he flashes back to all the things he's done—killing, burying, and all the rest.

SPIKE

(in human face) I remember.

Spike's horrified. His face is one of complete shock and disbelief that he could have actually done those things. He recoils from Buffy, staggering back to the far end of the room. Buffy fights her way free of the vampires' grip. She uses the wooden handle of a garden tool to stake the vampires. Meanwhile, Spike's hiding in a cubbyhole at the back end of the basement, covering his head with his hands. Spike-2 is crouched near him, talking to him.

SPIKE-2

You failed them. Now she's gonna kill you. You lose, mate.

An elderly vampire is having difficulty rising from the grave, only able to get her hand out of the dirt. Buffy grabs her hand, pulls her up, and stakes her.

BUFFY

Sorry, ma'am, but it's my job.

Buffy walks over to Spike, still carrying the wooden handle. She stands in front of him. He looks at her, knowing his fate, and scoots out of the cubbyhole he was hiding in. He holds open his shirt. He's crying.

SPIKE

Do it fast, OK? He said you'd do it.

BUFFY

Who said?

SPIKE

Me. It was me. I saw it. I was here the whole time, talking and singing. (sobs) There was a song.

BUFFY

What are you talking about?

SPIKE

I don't know. Please, I don't remember. Don't make me remember. (to invisible person) Make it so I forget again! I did what you wanted!

BUFFY

There's something here. (throws away the wooden tool handle)

SPIKE

Oh, God, no, please. I need that. I can't cry the soul out of me. It won't come. I killed, and I can feel 'em. I can feel every one of them.

BUFFY

There's something playing with us. All of us.

SPIKE

What is it? Why is it doing this to me?

BUFFY

I don't know.

SPIKE

Will you... Help me. Can you help me?

BUFFY

I'll help you.

Spike-2 is still watching from the staircase. He sighs and sneers, seeming disappointed.

Cut to:

29 INT. BUFFY'S HOUSE - NIGHT

Spike is sitting in a chair, wrapped in a blanket while the others talk in an adjacent room. Buffy, Xander, Anya, Willow and Dawn are all there. Spike's listening to them.

ANYA

And you believe him?

BUFFY

You didn't see him down there. He really didn't know what he'd done. It wasn't in his control.

XANDER

Oh, an out of control serial killer. You're right, that is a great houseguest.

DAWN

Wait, is he—is he staying here?

BUFFY

I don't know. But I'm not letting him out of my sight, that's for sure.

WILLOW

Buffy, he's been feeding... on human blood. That's gotta do stuff.

BUFFY

I'm not keeping him around just to help him. I think there was something there, talking to him, making him do things.

WILLOW

Something like what was talking to us?

BUFFY

Maybe. But if it was, it's been screwing with Spike big time.

XANDER

So, you want him around because...?

BUFFY

Look, there's something evil working us, and if we are ever gonna have a chance to fight it, we need to learn everything we can about it. This thing has been closer to Spike than any of us.

WILLOW

And if you want to understand it...

BUFFY

I'm gonna have to get close to Spike.

XANDER

Nah, it's too dangerous.

BUFFY

I don't have a choice. Whatever this thing is, from beneath us, it's bad, and it's only getting worse.

Cut to:

30 INT. FLAT IN ENGLAND - DAY

Giles enters the flat, looking around. He sees the young woman lying dead on the floor.

GILES

Oh, dear God! Robson, are you here? Robson!

Giles gets up and starts looking for Robson, who's found near a chair in the next room. Giles goes to his side.

GILES

You too? (takes off his glasses and starts to cry) Dear God, I thought you—

ROBSON

(eyes flash open) Gather them. It's started.

GILES

It's all right. I understand. I'll take care of it—

One of the robed men sneaks up behind Giles wielding a battle-axe. He swings it at Giles.

Cut to:

Closing credits.