~~~~~~~~~~ Prologue ~~~~~~~~~~

In every generation there is a Chosen One. She alone will stand against

the vampires, the demons and the forces of darkness. She is the Slayer.

Sunnydale Park after dusk. The playground is deserted. The carousel

slowly turns, and the swings move in the light evening breeze. The only

person there is a boy sitting on the jungle gym, waiting for his ride

home.

James: C'mon, Mom. She's always late.

The camera pans around him until Drusilla can be seen slowly walking

toward him from behind.

Drusilla: Are you lost?

James: (looks back at her) No. My mom's just supposed to pick me up is

all. (climbs out of the gym)

Drusilla: Do you want me to walk you home?

James: No, thank you.

Drusilla: (touches the gym) My mummy used to sing me to sleep at night.

(slowly walks around the gym as she sings) Run and catch / The lamb is

caught in the blackberry patch... She had the sweetest voice. What will

your mummy sing when they find your body?

James: (looks at her nervously) I'm not supposed to talk to people.

Drusilla: Oh. Well, I'm not a person, see, so that's just...

Angel suddenly steps between her and the boy.

Angel: (to the boy, sternly) Run home.

The boy only hesitates for a moment before running off. Drusilla watches

him run away in dismay. Angel takes a breath and turns around to face

her.

Drusilla: My Angel!

Angel: Hello, Drusilla.

Drusilla: (slowly approaches) Do you remember the song mummy used to

sing me? Pretty.

Angel: I remember.

Drusilla: (senses) Yes, you do.

Angel: Drusilla, leave here. I'm offering you that chance. Take Spike

and get out.

Drusilla: Or you'll hurt me?

Angel looks down at the ground.

Drusilla: (senses) No. No, you can't. Not anymore.

Angel: If you don't leave it'll go badly. For all of us.

Drusilla: My dear boy's gone all away, hasn't he? To her.

Cut to the roof of the building across the street from the park.

Angel: Who?

Buffy walks along the roof keeping watch.

Drusilla: The girl. The Slayer.

Buffy senses something and heads for the edge of the roof. Cut to the

park.

Drusilla: Your heart stinks of her. (puts her hand on his chest) Poor

little thing. (cut to Buffy) She has no idea what's in store.

Buffy looks over the edge and sees them standing close together. She can

overhear.

Angel: This can't go on, Drusilla. It's gotta end.

She tilts her head and reaches up for a kiss.

Drusilla: Oh, no, my pet. This is just the beginning.

She pulls away without kissing and gives him an evil smile. She keeps

her head turned to him as she slowly walks away. Buffy swallows at what

she sees. Angel watches Drusilla go for another moment, then turns to

leave also. Buffy steps away from the edge of the roof and runs off.

Opening credits roll. Buffy's theme plays.

~~~~~~~~~~ Part 1 ~~~~~~~~~~

Sunnydale High School the next morning.

Jenny: It's a secret!

Cut inside. Jenny and Giles come down the stairs.

Giles: What kind of a secret?

Jenny: Uh, the kind that's secret. You know, where I don't actually

tell you what it is.

Giles: I think it's customary that when two people are going out on an

evening that they, they both have an idea of where they're going.

Jenny: Oh, come on! Where is your sense of adventure?

Giles: Well, I, I... Uh, how will I know what to wear?

Jenny: (looks at his tweed suit) Do you own anything else?

Giles: Uh, w-well, not as such, no, um...

Jenny: (laughs) Rupert, you're gonna have to trust me.

Giles: Alright, alright, I p-put myself in your hands.

Jenny: That sounds like fun. (starts on her way) Okay, tomorrow night,

7:30, right?

Giles: Yes.

Buffy comes up to him as Jenny leaves.

Buffy: Hey.

Giles: Hello. (they start to the library) Um, did we hunt last night?

Buffy: I did a couple quick sweeps downtown.

Giles: Any encounters?

Buffy: Nothing vampirey.

Giles: Uh, I've been researching your friend Spike. Uh, the profile is

fairly unappetizing. But I-I still haven't got a bead on why he's here.

Buffy: You'll figure it out.

Giles: You alright? You seem a little glum.

Buffy: I'm fine.

They stop outside the library.

Giles: Why don't you take the night off?

Buffy: Okay. That'd be nice.

Giles: Yes. You could spend some time with Angel.

Buffy: I don't know. He might have other plans.

She walks off to class. Giles wonders what that was all about.

Cut to class. Buffy opens a note from Willow.

Note: Do you know who she was?

Boy: Well, it seems like Louis XVI was just sort of a weak king.

Buffy and Willow glance at each other. Buffy starts to write an answer

to the note.

Teacher: That's fair enough. Uh, any other impressions?

The camera pans forward to Cordelia sitting in front of Buffy. Xander is

across from her in front of Willow, and looks over at Cordelia with his

head propped up on his fist.

Cordelia: I just don't see why everyone's always picking on Marie

Antoinette. I can so relate to her. She worked really hard to look that

good, and people just don't appreciate that kind of effort.

Buffy has finished her answer to Willow's note.

Answer: No Dark hair Old dress pretty

Cordelia: And I know the peasants were all depressed...

Xander: I think you mean 'oppressed'.

Cordelia: Whatever. They were cranky.

Buffy folds the note and hands it back to Willow.

Cordelia: So they're, like, 'Let's lose some heads'. Uhhh! That's fair.

And, and Marie Antoinette cared about them. She was gonna let them have

cake!

The camera pans over to Willow finishing another note.

Teacher: Yes, well, that's a very interesting perspective.

Willow hands Buffy the note.

Teacher: Um, would anyone else like to comment?

Buffy opens the note.

Note: Vampire?

The bell rings. Cut to the hall. Buffy, Willow and Xander come out of

class.

Buffy: I don't know. I don't think so. They seemed pretty friendly.

Xander: Who's friendly?

Buffy: No one.

Willow: Angel and a girl.

Buffy: Willow, do we have to be in total share mode?

Xander: Hey, it's me. If Angel's doing somethin' wrong, I wanna know.

'Cause it gives me a happy! (smiles)

They head into the lounge.

Buffy: Mm, I'm glad someone has a happy.

Xander: Aw, you just need cheering up. And I know just the thing! (does

a wild move) Crazed dance party at the Bronze!

Buffy: I dunno. (crosses her arms, depressed)

Xander: Very calm dance party at the Bronze? (Buffy gives him a glum

look) Moping at the Bronze.

He sits on a couch next to Willow. Ford walks up the steps behind Buffy.

Ford: I'd suggest a box of Oreos dunked in apple juice, but maybe she's

over that phase.

Buffy uncrosses her arms and turns around.

Buffy: Ford?

Ford: Hey, Summers!

They embrace.

Ford: How ya been?

Buffy: Oh, my God! What are you doing here?

They let go and hold both hands.

Ford: Uh, matriculating.

Buffy: Huh?

Ford: I'm finishing out my senior year at Sunnydale High. Dad got

transferred.

Buffy: This is great!

Ford: I'm glad you think so.

Xander is not pleased.

Ford: I didn't think you'd remember me.

Buffy: Remember you? Duh! We only went to school together for seven

years. You were my giant fifth grade crush.

Xander: So! You two know each other.

Buffy: Oh! (turns to Xander and Willow) I'm sorry. Um, this is Ford!

Uh, Billy Fordham, this is Xander and Willow!

Buffy and Ford go to sit on the other couch.

Xander: Hi.

Ford: Hey.

Willow: Nice to meet you!

Buffy: Uh, Ford and I went to Hemery together in L.A. (to Ford) And now

you're here. For real?

Ford: Dad got the transfer, and boom, he just dragged me outta Hemery

and put me down here.

Buffy: This is great! Well, I mean, it's hard, sudden move, all your

friends, delicate time, very emotional, but let's talk about me! (puts

her hand on his knee) This is great!

Willow: (smiles) So, you two were sweeties in fifth grade?

Buffy: Not even. Ford wouldn't give me the time of day.

Ford: Well, I was a manly sixth-grader. I couldn't bother with someone

that young.

Buffy: It was terrible. I moped over you for months. Sitting in my room

listening to that Divinyls song 'I Touch Myself'.

She realizes how what she just said could be taken and casts a nervous

look at Xander and Willow.

Buffy: Of course, I had no idea what it was about.

Ford nervously scratches his temple with his finger. Xander just smiles

and nods.

Buffy: (to Ford) Hey, are you busy tonight? We're going to the Bronze,

it's the local club, and you have to come.

Ford: I'd love to! But if you guys already had plans... Would I be

imposing?

Xander: No, only in the literal sense.

Ford: Okay, then! I, I gotta find the admissions office, (gets up) uh,

get my papers in order.

Buffy: Well, you know what, (gets up) I'll take you there, and I'll see

you guys in French! (takes Ford's arm)

Ford: It was good to meet you. (they go)

Xander smiles at them until they've gone. Next to him Willow has a

thoughtful look on her face.

Xander: (sarcastically) This is Ford, my bestest friend of all my

friends! Jeez, doesn't she know any fat guys?

Willow: (realizes) Oh, that's what that song is about?!

Cut to the Bronze. Xander, Willow and Ford are playing pool. Ford sinks

his shot and sets up for another as Buffy arrives at the table.

Buffy: Ford! You made it.

Ford: Wasn't hard to find.

Willow: Buffy, Ford was just telling us about the ninth grade beauty

contest, and the, uh, swimsuit competition.

Buffy: Oh, my God, Ford, stop that! The more people you tell, the more

people I have to kill.

Ford: You can't touch me, Summers. I know all your darkest secrets.

Xander: Care to make a small wager on that?

Buffy: I'm gonna go get a drink. Ford, try not to talk.

She heads for the bar and finds Angel there.

Buffy: Hi.

Angel: Hey! I was hoping you'd show.

Buffy: (sees he has a drink) You drink! I mean, drinks. Non-blood

things.

Angel: There's a lot about me you don't know.

Buffy: I believe that.

Cut to the pool table. They're racking them up. Ford sees Buffy with

Angel.

Willow: That's Angel.

Xander: He's Buffy's beau. (sarcastically) Her special friend.

Ford: He's not in school, right? He looks older than her.

Xander: You're not wrong.

Cut to the bar.

Buffy: So. What'd you do last night?

Angel: Nothin'.

Buffy: Nothing at all. You ceased to exist?

Angel: No, I mean I stayed in, read.

Buffy: Oh.

She goes back to the pool table without another word. Angel stands there

confused for a moment, then follows her.

Ford: Didn't want that soda after all?

Buffy: Not thirsty.

Willow: Hey, Angel.

Ford: Hi.

Buffy: (turns to Angel) This is Ford. We went to school together in

L.A.

Angel: Nice to meet you. (shakes Ford's hand)

Ford: Whoa! Cold hands!

Xander: You're not wrong.

Buffy gives Xander a look.

Angel: So, you're here visiting Buffy?

Ford: No, I'm actually here to stay. Just moved down.

Willow: Hey, Angel? Do you wanna play?

Buffy: Y'know, it's getting really crowded in here tonight. Um... I'm a

little hot. (to Ford) You wanna take a walk?

Ford: Um, sure! That'd be nice.

Buffy: Okay, then, um... (to the others) I'll see ya tomorrow. (leads

Ford out past Angel)

Angel: Good night.

Ford: Take care.

Xander: Okay, once more with tension.

Angel: He just moved here?

Xander: Yeah. And, boy, does he move fast.

Willow: Well, Angel, we could still play.

She moves the rack into position, and when she looks back up Angel is

gone.

Willow: See, you made him do that thing where he's gone.

Xander dismisses her comment and gets ready to break.

Cut outside to the alley. Buffy and Ford stroll slowly along.

Ford: So, that was your boyfriend?

Buffy: No. Uh, yeah. Maybe. Could we lay off the tough questions for a

while?

Ford: Sorry. So! What else do you do for fun around here?

She hears noises coming from around the corner and suspects a vampire.

Buffy: Um, my purse. I-I, I left my purse at the Bronze. Uh, could you

get it for me?

Ford: Uh, okay. (heads back)

Buffy: Good. Run! Thanks!

He starts to jog. A second later she starts running in the opposite

direction and around the corner. Ford looks back and stops when he sees

she's gone. He can hear a woman crying. He starts to walk back. When

he's almost there a woman comes running around the corner and past him.

He continues on, and is startled by a metal trashcan flying in front of

him and into a stack of crates. He can hear punching and grunting. He

sees someone hit the pavement face first. He peeks around the corner and

sees a vampire get up and take a swing at Buffy. She ducks the punch and

kicks the vampire in the face. The vampire swings again, and Buffy grabs

his fist and holds on while she punches him in the face. Ford watches as

she pulls out a stake and thrusts it into the vampire's chest. He

staggers back into the wall and explodes into ashes.

Ford: What's goin' on?

Buffy is surprised and spins around to face him.

Buffy: Um... uh, there was a, a cat. A cat here, and, um, then there

was a-another cat... and they fought. The cats. And... then they left.

Ford: Oh. I thought you were just slaying a vampire.

Buffy: What? Whating a what?

Ford: I know, Buffy. You don't have to lie. I-I've been trying to

figure out the right time to, to tell you. I know you're the Slayer.

Buffy is taken aback.

Cut to later in Willow's room. She's on the phone with Buffy.

Willow: Just like that he told you?

Buffy: Just like that. (cut to her room) Said he found out right before

I got booted from Hemery.

Willow: Wow! (cut to her) It's neat! Is it neat?

Buffy: (cut to her) Yeah, I guess it is. I don't have to constantly

worry that he's gonna find out my dark secret. It just makes everything

easier.

Cut to an alley. Ford is heading for the Sunset Club. He knocks on a

heavy metal door, and the viewport opens. It closes and the door opens

to let him in. Cut inside. A welder is cutting the knob off of the

inside door. Ford goes down the stairs to the main area. Dark gothic

music sets the mood, and everyone is dressed in black and pale makeup.

"Never Land", by The Sisters of Mercy, is playing.

Lyrics: I had a face on the mirror / I had a hand on the gun

Diego meets him at the base of the stairs.

Diego: Ford? Hi, Ford?

Ford: Hey!

Diego: Well, how'd it go?

Ford: It went good.

Diego: Good? That's, that's it? That's all we know? Well, when are

we...

Ford: (interrupts) Soon.

Diego: Oh, soon, okay. Y'know, you could gimme a little more

information here. I'm trusting you. I'm out on a limb here. Not to

mention the lease is almost up on this place. Who's gonna cover that?

Ford: Marvin...

Diego: Diego! C'mon, man, it's Diego now.

Ford: Diego. (takes out a pill) Ritalin. Everything's gonna be fine.

He pops the pill as Chantarelle comes over and hands him a drink.

Ford: Just make sure you're ready when I say. True believers only.

Chantarelle: (smiles) I can't wait!

Diego: Right, whatever, I still think I should be in on the plan.

Ford: Diego, you gotta trust me.

He sees a scene from a Jack Palance vampire movie playing on the TV.

TV: Alright.

Ford: A couple more days and we'll get to do the two things every

American teen should have the chance to do: die young, and stay pretty.

He looks spaced out as he mouths the words of Jack Palance in the movie.

Jack: So... You play your wits against mine. Me, who commanded armies

hundreds of years before you were born. Fools!

~~~~~~~~~~ Part 2 ~~~~~~~~~~

Willow's room. It's neat and clean and everything is in place just so,

except for some clothes on her bed. She's in her nightshirt brushing her

hair. There is a knocking on her balcony door, which catches her off

guard. She drops her brush on the bed, goes to the door and pushes the

blinds apart to see who it is.

Willow: Oh! (opens the door) Angel! What are you doing here?

Angel: I wanted to talk to you.

Willow: (looks around) Oh, well...

She gestures for him to come in, but he just stays standing there.

Willow: Well?

Angel: I can't. Unless you invite me, I can't come in.

Willow: Oh! (nervous) Well, okay, I invite you. To come in.

She turns around as he comes in, and a look of horror appears on her

face when she sees her bra just lying there on her bed out in the open.

She quickly rushes over, grabs it and stashes it.

Angel: I-if this is a bad time, I...

Willow: No! I just... I'm not supposed to have boys in my room.

Angel: I promise to behave myself.

Willow: (still nervous) Okay. Good.

Angel: I guess I need help.

Willow: Help? You mean like on homework? No, 'cause you're old and you

already know stuff.

Angel: I want you to track someone down. On the 'Net. (eyes her laptop)

Willow: (smiles) Oh! Great! I'm so the 'Net girl. (goes to sit at her

desk)

Angel: I just wanna find everything I can. Records, affiliates, I'm not

even sure what I'm looking for yet.

Willow: (types) Good. What's the name?

Angel: Billy Fordham.

Willow: Uh, Angel? If I say something you really don't wanna hear,

(faces him) do you promise not to bite me?

Angel: Are you gonna tell me that I'm jealous?

Willow: Well, you do sometimes get that way.

Angel: You know, I never used to. (sits on her bed) Things used to be

pretty simple. (Willow types) A hundred years, just hanging out, feelin'

guilty... I really honed my brooding skills. Then she comes along.

(Willow faces him again) Yeah, I get jealous. But I know people. And my

gut tells me this is a wrong guy.

Willow: (nods) Okay. (turns back to the laptop) But if there isn't

anything weird... Hey, that's weird.

Angel: What?

Willow: I just checked the school records, and he's not in them. (Angel

stands up) I mean, usually they transfer your grades and stuff, but he's

not even registered.

Angel: He said he was in school with you guys, right?

Willow: Let me just see if I can...

Mrs. Rosenberg: (off camera) Willow? Are you still up?

Willow: (gets up) (to Angel) Ack! Go! (to her mom) Iiiiiii'm just going

to bed now, mom!

Angel goes back out onto the balcony. Willow holds the door.

Willow: Come by tomorrow at sunset. I'll keep looking.

Angel: Don't tell Buffy what we're doing, alright?

Willow: You want me to lie to her? It's Buffy!

Angel: Just don't bring it up until we know what's what.

Willow: Okay. I-it's probably nothing.

Angel: That'd be nice.

She closes the door and frets a bit, nervous about what she has to do.

Cut to the school the next day. Cut inside to a hall near a drinking

fountain. Buffy and Ford come into the hall from outside. Willow wants

to get a drink.

Buffy: Willow!

Willow doesn't even press the button on the fountain before immediately

turning around, hoping to get away. She realizes she'd never be able to

get away with it, and so turns to face them. She fidgets nervously with

her hands.

Buffy: What's up?

Willow: Nothing.

Buffy: Do you wanna hang? We're cafeteria-bound.

Willow: (jumpy) I-I-I'm gonna do work in the computer lab on school

work that I have, so I cannot hang just now. Hi, Ford.

Ford: Morning.

Buffy: Okay, Will, fess up.

Willow: What?

Buffy: Are you drinking coffee again? 'Cause we've talked about this.

Willow is surprised and happy that an explanation for her nervousness

has presented itself, and laughs out loud.

Willow: It makes me jumpy. I have to go. Away. (hurries off)

Buffy is taken aback.

Ford: Nice girl!

Buffy: There aren't two of those in the world.

Giles meets them in he hall.

Giles: Buffy! Um... Yes, uh... (sets down his briefcase and searches

his pockets) Ms. Calendar and I are going... somewhere tonight, and

she's given, (finds the slip of paper) oh, given me the number of her

beeper thingy, uh, in case you need me for, um... (eyes Ford) study

help, uh, suddenly. (picks up his briefcase)

Buffy: He knows, Giles.

Giles: What?

Buffy: Ford (indicates him) knows I'm the Slayer.

Ford: I know.

Giles: Oh! Uh, very good, yes. Uh, um, Buffy... (leads Buffy aside) (to

Ford) Excuse me. (aside to Buffy) You are not, by any chance, betraying

your secret identity just to impress, um, cute boys, are you?

Buffy: (smiles) I didn't tell him. He knew.

Giles: Oh! Uh, right then. Well, uh, just remember, if you...

Buffy: Go! Experience this thing called fun. I'll try not to have a

crisis.

Giles accepts that and heads back to his library.

Cut outside the school at night. Buffy and Ford are strolling along.

Buffy: And on your right, once again, the beautiful campus. I think

you've now seen everything there is to see in Sunnydale.

Ford: Well, it's... really...

Buffy: Feel free to say dull.

Ford: Okay. Dull's good. (sees two vampires running) Or maybe not so

dull. (Buffy sees them, too) Is that more vampires?

Buffy: Must be the weather.

She pulls out a stake and a cross, and hands the cross to Ford. He takes

it and reaches into his back pocket to pull out a stake of his own. He

smiles and waves it about.

Buffy: Stay close to me.

She hops up the steps the vampires just ran up and cautiously looks

around. Ford is close behind, cross and stake held ready. She looks

around a corner and sees nothing.

Ford: Maybe they were just passing through.

Buffy: (turns around) I don't think so.

A blonde female vampire grabs her from behind and tries to bite. Ford

takes a startled step back. Buffy does a high kick into her face, then

grabs her by the arm and flips her over onto her back. A male vampire

rushes her and grabs her, pulling her over a railing with him. She lands

in a crouch on the grass below and gets up while the vampire rolls to

his feet. She kicks him in the jaw, making him fall backward. Ford looks

down at his stake and cross and then glances at the fight a moment

before quickly approaching the other vampire and holding the cross in

her face and the stake up and ready. She hisses at him.

Ford: You've got one chance to live. Tell me what I wanna know, and

I'll let you go.

Below Buffy knocks the vampire out with a punch to the face and stakes

him. She runs back up the stairs to Ford, who's crouched where the

vampire was.

Buffy: Where's the other one?

Ford: I killed her. (coughs) I, I killed her and she just turned to

dust. It was... amazing!

Buffy raises her eyebrows in surprise.

Cut to Xander, Willow and Angel walking down the alley to the Sunset

Club.

Willow: The only thing I could track down was this address. The Sunset

Club. Still didn't find anything incriminating.

Angel: He leaves no paper trail, no records, that's incriminating

enough.

Xander: Yeah, I'm gonna have to go with Dead Boy on this one.

Angel: Could you *not* call me that?

He knocks on the door. The viewport opens and the doorman looks out.

Angel: We're friends of Ford's.

The doorman nods. Cut inside. They walk in through the inside door and

look around. It's gloomy in the extreme.

Willow: (wearing a colorfully striped shirt) Boy, we blend right in.

Xander: In no way do we stick out like sore thumbs.

Angel: Let's look around. You guys check out downstairs.

Xander: Sure thing, Bossy the cow! (they start down)

Willow: Okay, but do they really stick out?

Xander: What?

Willow: Sore thumbs. Do they stick out? I mean, have you ever seen a

thumb and gone, 'Wow! That baby is sore!'

Xander: You have too many thoughts.

Willow is a bit hurt by that. Angel looks down from the balcony and

continues around. "Reptile", by Creaming Jesus, is playing.

Lyrics: The one hungry life / My life with the other

Willow and Xander walk by a man standing in a coffin dressed as a movie

vampire.

Man: (waves) Hi!

Xander waves back and looks around more.

Xander: Are you probably noticing a theme here?

Willow: As in 'Vampires! Yay!'?

Xander: That's the one.

Chantarelle gets up and comes up behind them.

Chantarelle: You guys are newbies. I can tell.

Willow: (turns to face her) Oh, no. We come here all the time.

Chantarelle: Don't be ashamed! It's cool that you're open to it. We

welcome anyone who's interested in the Lonely Ones.

Angel comes down the stairs behind them.

Willow: The Lonely Ones?

Angel: Vampires.

Xander: Oh! We usually call them the nasty, pointy, bitey ones.

Chantarelle: So many people have that misconception. But they who walk

with the night are not interested in harming anyone. They are creatures

above us. Exalted!

Angel: You're a fool.

Xander gives him a look.

Chantarelle: You don't have to be so confrontational about it. Other

viewpoints than yours may be valid, you know. (goes away)

Willow: Nice meeting you.

They turn to Angel.

Xander: You really are a people person.

Willow: Now nobody's gonna talk to us.

Angel: I've seen enough. I've seen this type before. I mean, they're

children making up bedtime stories of friendly vampires to comfort

themselves in the dark.

Willow: Is that so bad? I mean, the dark can get pretty dark. Sometimes

you need a story.

Angel: These people don't know anything about vampires. What they are,

how they live, how they dress...

A young man dressed exactly like Angel comes down the stairs behind him

and looks him up and down before continuing on. Angel clears his throat.

They start up the stairs to get out of the club.

Xander: You know, I love a good diatribe. But I'm still curious why

Ford, the bestest friend of the Slayer, is hanging with a bunch of

vampire wannabes.

Willow: Something's up with him, you're right about that.

Diego overheard them and watches them go. The girl talking to him is

confused about his reaction.

Girl: Are you okay?

Cut to the library. Buffy comes in followed by Jenny and Giles.

Buffy: Sorry to beep you guys in the middle of... stuff, but it seemed

really weird.

Giles: No, you did the right thing. Absolutely.

Jenny: (stops in her tracks) You hated it that much?

Giles: No! But, but, uh, vampires on campus is, could have

implications. Very, very grave...

Jenny: You coulda just said something.

Giles: Uh, honestly, I, I've always, I've always been interested in,

in, uh, monster trucks.

Buffy: You took him to monster trucks?

Jenny: I thought it would be a change!

Giles: It was a change.

Jenny: Look, we could've just left.

Giles: Wha-what, and miss the nitro-burning funny cars? No, couldn't

have that.

Buffy: Okay, can we get back on the vampire tip here? These guys were

here with a purpose.

Giles: Yes, yes, and, uh, we must, uh, ascertain what that purpose is.

Jenny: Where's your friend?

Buffy: I sent him home.

Giles: (sits at the table) Oh, uh, good. Yes, the less he's involved in

all this, the safer he'll be.

Buffy: He did bag a vamp his first time out.

Giles takes an open book from on top of another and exposes an old

picture of Drusilla.

Buffy: Gotta give him credit for... (notices the picture) that.

Jenny: Something wrong?

Buffy: (picks up the picture) Who's this?

Giles: Um, she's called Drusilla, a sometime paramour of Spike's. She

was killed by an angry mob in Prague.

Buffy: Well, they don't make angry mobs like they used to, 'cause this

girl's alive. I saw her with Angel.

Giles: (taken aback) With Angel?

Jenny: Isn't he supposed to be a good guy?

Buffy: (puts the picture back down) Yeah. He is.

Jenny: I think maybe we need to read up on this nice lady.

Giles: (gets up and heads for his office) Well, some of my new volumes

may be more helpful. Uh, my own research is...

The blonde vampire runs into him as she runs from his office. Jenny

draws a startled breath. Buffy comes to Giles' aid, but is knocked to

the floor underneath him when the vampire gives him a hard shove. She

jumps up onto the table and leaps over the mezzanine railing, making her

escape through the stacks. Jenny helps Giles and Buffy up.

Jenny: Are you guys okay?

Giles: A book! It took one of my books!

Jenny: Well, at least someone in this school is reading.

Buffy: He said he killed it. That's the vampire Ford said he killed.

Cut to Spike's warehouse. Drusilla is talking to her bird as the camera

pans around the cage.

Drusilla: You sing the sweetest little song. Won't you sing for me,

hmm? Don't you love me anymore?

The bird is lying dead at the bottom of the cage. Spike comes into the

room behind Drusilla.

Spike: Darling! I heard a funny thing just now. Lucius tells me that

you went out on a hunt the other night.

Drusilla: My tummy was growly. And you were out. (to the bird) Come on.

(whistles) I'll pout if you don't sing.

Spike: (puts his arms around her) You, um, meet anyone? Anyone

interesting? Like Angel?

Drusilla: Angel.

Spike: Yeah. So... (kisses her forehead) What might you guys have

talked about, then? Old times? Childhood pranks? It's a little off, you

two so friendly, him being the enemy and all that.

Drusilla: (to the bird) I'll give you a seed if you sing.

Spike: The bird's dead, Dru. You left it in a cage, and you didn't feed

it, and now it's all dead, just like the last one.

Drusilla cowers and whines.

Spike: Oh, I'm sorry baby. I'm a bad, rude man. I just don't like you

goin' out, that's all. You are weak. (takes her hand) Would you like a

new bird? One that's not dead? (sucks on her finger)

Ford: This is so cool!

Spike looks up to see him standing among some crates.

Ford: I would totally live here.

Spike: (loudly) Do I have anyone on watch here? It's called security,

people. Are you all asleep? (walks toward Ford) Or did we finally find a

restaurant that delivers?

Ford: I know who you are.

Spike: Yeah, I know who I am, too. So what?

Ford: I came looking for you, Spike. You are Spike, right? William the

Bloody?

Spike: You've got a real death wish. It's almost interesting.

The blonde vampire comes in, walks up to Spike and hands him the book

she stole. Spike begins to leaf through it.

Spike: Oh, this is great. This'll be very useful. (to Ford) So, how did

you find me?

Ford: That doesn't matter. I've got something to offer you. I-I'm

pretty sure this is the part where you take out a watch and say I've got

thirty seconds to convince you not to kill me? (smiles) It's

traditional.

Spike: Well, (slams the book and strides to Ford) I don't go much for

tradition.

He grabs Ford by the ear and lifts him.

Drusilla: Wait, love.

Ford is in obvious pain, but doesn't scream. Drusilla puts her hand on

Spikes's shoulder, and he lets go.

Spike: Well?

Ford: Oh, c'mon! Say it! It's no fun if you don't say it.

Spike: What? Oh. (rolls his eyes and bobs his head) You've got thirty

seconds to convince me not to kill you.

Ford: Yes! See, this is the best! I wanna be like you. A vampire.

Spike: I've known you for two minutes, and I can't stand you. I don't

really feature you livin' forever. (to Drusilla) Can I eat him now,

love?

Drusilla shakes her head.

Ford: Well, feature this: I'm offering you a trade. (Spike turns back)

You make me a vampire, and I give you the Slayer.

Ford has their undivided attention. Spike smiles.

~~~~~~~~~~ Part 3 ~~~~~~~~~~

The kitchen at the Summers house. Buffy is nursing a cup of coffee.

Angel slowly pushes the door open.

Angel: Buffy. May I come in?

Buffy: (looks up) Sure. I thought once you were invited you could

always just walk in.

Angel: I can. I was just being polite. (closes the door) We need to

talk.

Buffy: Do we? (picks up her coffee and heads into the dining room)

Angel: It's about your friend Ford. He's not what he seems.

Buffy: Who is these days?

Angel: Willow ran him down on the computer.

Buffy: Willow?

Angel: We found this address, we checked it out with Xander, and it

turned out...

Buffy: (disbelieving) And Xander? Wow. Everybody's in. It's like a

great big exciting conspiracy.

Angel: What are you talking about?

Buffy: I'm talking about the people I trust. Who's Drusilla?

Angel lowers his eyes, seeing he's been caught in a lie.

Buffy: And don't lie to me. I'm tired of it.

Angel: Some lies are necessary.

Buffy: For what?

Angel: Sometimes the truth is worse. You live long enough, you find

that out.

Buffy: I can take it. I can take the truth.

Angel: Do you love me?

Buffy: What?

Angel: Do you?

She takes a moment to consider her answer.

Buffy: I love you. I don't know if I trust you.

Angel: Maybe you shouldn't do either. (turns away)

Buffy: Maybe I'm the one who should decide!

Angel: I did a lot of unconscionable things when I became a vampire.

(turns back, but doesn't make eye contact) Drusilla was the worst. She

was... an obsession of mine. She was pure and sweet and chaste...

Buffy: And you made her a vampire.

Angel: First I made her insane. (looks at her) Killed everybody she

loved. Visited every mental torture on her I could devise. (Buffy looks

away) She eventually fled to a convent, and on the day she took her holy

orders, I turned her into a demon.

Buffy: Well. I asked for the truth.

Angel: Ford's part of some society that reveres vampires. Practically

worships them. I don't know what he wants from you, but you can't trust

him.

Fade to black. Cut to school the next day. Buffy walks up some stairs to

the quad. Ford meets her there. The camera circles them as they talk.

Ford: Buffy!

Buffy: Ford.

Ford: I had a great time last night. Well, an interesting time.

Buffy: (arms crossed) I'm glad.

Ford: Do you wanna go out again tonight?

Buffy: Not busy.

Ford: I sort of had an idea. It's a... It's a secret. Kinda wanna

surprise you.

Buffy: I like surprises.

Ford: Can you meet me here?

Buffy: Sure.

Ford: At nine?

Buffy: At nine.

Ford: (smiles) It's gonna be fun! (walks off)

Buffy just stands there for a moment before uncrossing her arms and

continuing on her way.

Cut to later at the stairs in the hall. Xander and Willow are sitting on

the steps. Buffy comes down behind them.

Willow: (gets up) Buffy!

Buffy doesn't really want to face her, but does.

Willow: Did, uh, Angel...

Buffy: He told me everything.

Willow: I'm sorry we kept stuff from you.

Buffy: It's okay. (smiles weakly)

Willow: When Angel came to my room he was just really concerned for

you, and we didn't wanna say anything in case we were wrong.

Xander: Did you find out what Ford is up to?

Buffy: I will. (walks off)

Willow and Xander sadly watch her go. After a moment something clicks in

Xander's head.

Xander: Angel was in your bedroom?

Willow: (nods) Ours is a forbidden love.

Cut to the Sunset Club. Chantarelle is sitting and drumming her fingers.

Diego paces nervously. The camera pans up to Ford coming down the

stairs.

Ford: (ignoring Diego) Chantarelle. Is everything ready?

Diego: Of course. It's ready. (trying to get Ford's attention) Hi, I

took care of it. I always take care of it.

Chantarelle: Is it time? Tonight?

Ford: You nervous? (pours goblets of wine)

Chantarelle: Yes. No. I'm ready for the change. Do you really think

they'll bless us?

Ford: (takes a goblet and hands her the other) I know they will.

He smiles at Chantarelle. She smiles back.

Ford: Everything's falling into place. (takes a sip of wine)

Diego: What about your friends? Are they comin'?

Ford: What are you talking about?

Diego: Your friends. They came. Last night. Two guys and a girl.

Chantarelle: One was mean.

Ford: Oh, Christ! Why didn't you tell me about this?

Diego: I have to do everything around here. Sorry, Mr. Flawless Plan

Guy, it slipped my mind.

Chantarelle: It's gonna be alright, isn't it?

Ford winces in pain and puts his fingertips to his forehead.

Chantarelle: They're not gonna let us down?

Ford: (the pain passes) It's gonna be fine.

Chantarelle: I need them to bless me.

Ford: It's gonna be fine!

Buffy: No.

They all look at her at the top of the stairs.

Buffy: It's really not.

Ford: (to Diego) It's kinda drafty in here.

Buffy: (starts down the stairs) I'm sorry, Ford. I just couldn't wait

till tonight! I'm rash and impulsive. It's a flaw.

Ford: We all have flaws.

Buffy: I'm still a little fuzzy on exactly what yours is. I think it

has to do with being a lying scumbag. (reaches him)

Ford: Everybody lies.

Buffy: What do you want, Ford? What's this all about?

Ford: I really don't think you'd understand.

Buffy: I don't need to understand. I just need to know.

Ford: I'm gonna be one of them.

Buffy: You wanna be a vampire?

Ford: I'm going to.

Buffy: You know, vampires are a little picky about who they change

ov... (figures it out) You were gonna offer them a trade!

Ford: I don't think I wanna talk anymore.

She grabs him by the throat and shoves him up against a pillar.

Buffy: Yeah, well, I still feel awfully chatty! You were gonna give

them me! Tonight!

Ford: (nods) Yes.

Buffy: You had to know I'd figure it out.

Ford: Actually, I was counting on it. (smiles)

She lets go of his throat and backs away. He coughs a bit and then

laughs.

Buffy: What's supposed to happen tonight?

Ford: This is *so* cool! It's just like it played in my head. You know

that part where you ask me what's supposed to happen? (snickers) It's

already happening.

Diego swings the inner door shut with a loud clang. She runs back up the

stairs and pounds on the door.

Ford: Rigged up special. Once it's closed, it can only be opened from

the outside. As soon as the sun sets, they'll be comin'.

Buffy: Ford, if these people are still around when they get here...

Diego: (interrupts) We'll be changed. All of us.

Chantarelle: We're going to ascend to a new level of consciousness!

Become like them. Like the Lonely Ones.

Ford: This is the end, Buffy. No one gets outta here alive.

~~~~~~~~~~ Part 4 ~~~~~~~~~~

The Sunset Club. Buffy hurries back down the stairs.

Buffy: There's gotta be another way out of here! (looks around)

Ford: This is a bomb shelter, Buffy. I knew I wasn't gonna be able to

overpower you. But this is three feet of solid concrete. Trust me when I

say we're in for the long haul.

Buffy: At least let the other people go.

Chantarelle: Why are you fighting this? It's what we want!

Diego: It's our chance for immortality.

Chantarelle: This is a beautiful day. Can't you see that?

Buffy: What I see is that, right after the sun goes down, Spike and all

of his friends are going to be pigging out at the all-you-can-eat moron

bar.

Diego: Okay, that's it. I think we should gag her.

Buffy: I think you should try.

Diego: She's an unbeliever. She taints us.

Buffy: I am trying to save you! You are playing in some serious traffic

here! Do you understand that? You're going to die! And the only hope you

have of surviving this is to get out of this pit right now, and, my God,

could you have a dorkier outfit?

Diego is offended. Chantarelle smiles.

Ford: I gotta back her up, D. You look like a big ninny. (his alarm

goes off) 6:27. Sunset.

They all walk away from her. She looks around for what to do next.

Cut to Spike's warehouse. He comes marching out with his troops.

Spike: When we get there, everybody spread out. Two men on the door,

first priority's the Slayer, everything else is fair game, and let's

remember to share, people. (meets Drusilla ) Are you sure you're up for

this?

Drusilla: I want a treat. I need a treat.

Spike: And a special one you'll have. Lucius! (hold up his keys) Bring

the car around.

Cut to the Sunset Club. Buffy runs back up the stairs to the door. Ford

follows her.

Ford: Hey, you never give up, do you?

Buffy: No, I don't.

Ford: That's a good quality in a person. Too many people, they just lay

back and take it, but us...

Buffy: Us? We have something in common now?

Ford: More than you think.

Buffy: Yeah, well, let me explain something to you. You're what we call

the bad guy.

Ford: I guess I am! (chuckles)

Buffy: (looks down at the people) These people aren't gonna get

changed, are they? The rest of them, they're just fodder.

Ford: Technically, yes. But I'm in. I will become immortal.

Buffy: Well, I've got a news flash for you, braintrust: that's not how

it works. You die, and a demon sets up shop in your old house, and it

walks, and it talks, and it remembers your life, but it's not you.

Ford: It's better than nothing.

Buffy: And your life is nothing?

Ford snickers.

Buffy: Ford, these people don't deserve to die!

Ford: Well, neither do I! But apparently no one took that into

consideration, 'cause I'm still dying.

Buffy begins to realize what he's up to now.

Ford: I look good, don't I? Well, let me tell you something: (angry)

I've got maybe six months left, and by then what they bury won't even

*look* like me. It'll be bald and shriveled and it'll smell bad. No, I'm

not going out that way.

Buffy turns away.

Ford: I'm sorry, Summers. Did I screw up your righteous anger riff?

Does the nest of tumors liquefying my brain kinda spoil the fun?

Buffy: (faces him) I'm sorry. I had no idea. But what you're doing is

still very wrong.

Ford: Okay, well, you try vomiting for twenty-four hours straight

because the pain in your head is so intense, and *then* we'll discuss

the concept of right and wrong. (points down) These people are sheep.

They wanna be vampires 'cause they're lonely, miserable or bored. I

don't have a choice.

Buffy: You have a choice. You don't have a good choice, but you have a

choice! You're opting for mass murder here, and nothing you say is gonna

make that okay!

Ford: You think I need to justify myself to you?

Buffy: I think this is all part of your little fantasy drama! Isn't

this exactly how you imagined it? You tell me how you've suffered and I

feel sorry for you. Well, I do feel sorry for you, and if those vampires

come in here and start feeding, I'll kill you myself!

Ford: You know what, Summers? I really did miss you.

Buffy can only look at him. Outside a car comes screeching to a halt.

Buffy: Ford, help me stop this. (silence) Please!

Ford remains silent. Buffy runs around to the stairs again.

Buffy: People, listen to me! (Ford comes after her) This is not the

mothership, people! This is ugly death come to play!

Ford backhand punches her across the face, and she goes tumbling to the

bottom of the steps. He comes down after her and punches her in the back

as she tries to get up, sending her to the floor again. They hear the

outside door open and look up. Chantarelle starts up the stairs to meet

them. Ford checks to see that Buffy is still out cold on the floor.

Chantarelle reaches the top of the steps as the inner door opens. Spike

walks up to her in his game face and smiles. He roars at her and she

flinches a bit but doesn't back down. He tears the choker off of her

neck. She starts to cry in fear.

Spike: Take them all. Save the Slayer for me.

The vampires run and jump down the stairs to the people below and begin

feeding. Spike grabs Chantarelle by the neck and bites her violently.

Buffy wakes and gets up, and Ford tries to hit her with a crowbar. She

grabs his arm in mid-swing and pulls him around, making him hit his head

on a concrete pillar. He falls unconscious to the floor. She looks at

the mayhem going on around her and spots Drusilla standing by herself on

the balcony. She takes a running leap off of a couch up to the balcony

railing, quickly climbs over, grabs Drusilla from behind and holds a

stake to her chest.

Buffy: Spike!

Spike stops feeding on Chantarelle and looks over at them. Drusilla

stares at the stake poised in front of her.

Spike: Everybody STOP!

They all stop feeding.

Buffy: Good idea. Now you let everyone out, or your girlfriend fits in

an ashtray.

Drusilla: (frightened) Spike?

Spike: It's gonna be alright, baby. Let them go!

They all let go of their victims, and the people hurry up the stairs and

out.

Buffy: Down the stairs.

Spike slowly backs down the stairs. Buffy forces Drusilla ahead of her,

still holding the stake ready. When Buffy reaches the top of the stairs

she stares at Spike for a moment. She looks at Drusilla and shoves her

down the stairs at Spike. He catches and steadies her as Buffy turns and

rushes out the door. He starts to give chase as Buffy swings the door

shut behind her. Spike slams up against it. He looks for the way to open

it.

Spike: Uh, where's the doorknob?

Cut to the alley. Buffy walks out of the building and sees the people

help and support each other. Angel walks up to her and Willow and Xander

are close behind.

Buffy: You guys are just in time.

Willow: Are there vampires?

Buffy: They're contained. They'll get out eventually, though. We should

probably go. We can come back when they're gone.

Xander: Come back for what?

Buffy: (looks back at the entrance) For the body.

Cut inside the club. The vampires are banging on the doors. Ford wakes

and gets up, holding his head. Spike is comforting Drusilla.

Ford: What happened?

Spike: We're stuck in a basement.

Ford: Buffy?