The Prom

March 8, 1999 (White)

Written by: Marti Noxon

Teaser

INT. MANSION - ANGEL'S BEDROOM - DAY

The mansion is dark, quiet. We move across the room until we find Angel's bed. With Angel and Buffy on it. They are clothed and Buffy is covered with Angel's comforter. It's clear we are not witnessing the aftermath of a night of passion.

Angel's awake before Buffy. Watching her sleep, his expression both loving and thoughtful. After a long beat she stirs. Eyes open. She sees him looking at her. Smiles.

BUFFY
What? Do I have funny bed
hair or something?

ANGEL
Or something.

BUFFY
Guess we got carried away
with the post-slayage nap thing.

Buffy sits up - a little groggy. She pats her hair - feels that she does, in fact, have a funny bed do.

BUFFY
Oooh. Not good.

She starts to get up but Angel holds her back.

ANGEL
Where are you going?

BUFFY
To kill the cat on my head.

ANGEL
No mirrors.

Buffy mock pouts. Smoothes her hair with her hand.

BUFFY
You know. This place is not
girl friendly. No mirrors.
No natural light.

Angel just smiles and pulls her back into his embrace. She gives in easily.

ANGEL
I think you look perfect.

BUFFY
Perfect? Come on.
I mean, that's really-
(happily)
Okay.

They lie for a moment.

BUFFY
Still, we could think about
getting a couple of mirrors
in here. And maybe a drawer,
for stuff of mine. I mean, that's
what couples do, they have drawers.

ANGEL
That's right.

Buffy continues, her enthusiasm ever so slightly forced.

BUFFY
'Cause I figure sometimes
I could spend the night.
After the prom, it'd be
great to come back here
and just be together...

ANGEL
The prom?

BUFFY
Yeah. You know, the big
"end-of-high-school-rite-
of-passage" thingy?
(off his silence)
Imagine a cotillion with spiked
punch and the electric slide.

Angel looks uneasy at the turn this conversation is taking.

ANGEL
Right.

BUFFY
Don't worry, it's at night.
And lots of girls have older
boyfriends. You'll blend.

ANGEL
I guess maybe you should get home.

BUFFY
(rising)
Ah, there's gotta be a few
hours before sunrise --

She throws the curtains open, flooding the room with A SCORCHING RAY OF SUNSHINE which hits Angel dead on. Angel BOLTS for a dark corner. Buffy WHIPS THE CURTAINS CLOSED AGAIN.

A beat. Then Buffy turns to Angel, sheepish.

BUFFY
I guess it's later than we thought.

Off Angel, feeling that more than she knows...

BLACK OUT.

END OF TEASER
Act One

EXT. FRONT OF SCHOOL - MORNING (DAY)

Xander heads toward class, noticing a bunch of cooing COUPLES in his midst. Spring has definitely sprung in Sunnydale.

ANYA approaches Xander. Much to his surprise.

ANYA
Xander.

XANDER
(big smile)
Well, hey, it's Demon Anya,
punisher of evil males. Still
haven't got your powers back?
(sudden worry)
You haven't, right?

ANYA
(bitterly)
No.. I will, though,
it's just a matter of time.

XANDER
So how did that work? Women
would wish horrible things on
their ex-boyfriends and then
you'd show up and make it happen.

ANYA
That's right. The power of the wish
made me a righteous sword to smite
the unfaithful.

XANDER
Well, hey, good luck with that.
Hope it works out for you.

ANYA
You can laugh, but I have witnessed
a millennium of treachery and
oppression from the males of
the species. I have nothing but
contempt for the whole libidinous
lot of them.

XANDER
Then why are you talking to me?

ANYA
(looking down)
I don't have a date for the prom.

A beat, as Xander takes this in.

XANDER
And, gosh, I wonder why not.
Can't possibly have anything
to do with your sales pitch...

ANYA
(testy)
Men are evil.
(vulnerable)
Will you go with me?

XANDER
One of us is very confused
and I honestly don't which.

ANYA
This happens to be your fault,
you know.

XANDER
My fault?

ANYA
You were unfaithful to Cordelia
so I took on the guise of a 12th
grader to tempt her with the wish.
When I lost my powers I got stuck
in this persona. And now I have
all these feelings... I don't understand
it, I don't like it, I just know I really
wanna be at this dance, and I want
someone to go with me. I think it's
a social hierarchy thing: fear of
exclusion from the norm. I mean,
it's not a date...

XANDER
Be still, my heart. Oh wait, it is.
How come I got the short straw?

ANYA
Well, you're not quite as obnoxious
as most of the alpha males around
here. Plus I know you don't have a date.

XANDER
(blustering)
I haven't settled on anyone yet...

ANYA
Fine. You find me attractive.
I've seen you look at my breasts.

XANDER
Nothing personal. When a guy
does that, it just means his eyes
are open.

ANYA
Whatever. Look. Do you want
to go with me or not?

Off Xander - completely thrown.

EXT. PALM QUAD - DAY

Xander sits with Buffy, Willow and Oz. He's smiling, if still a little confused.

OZ
Anya, huh? Interesting choice.

XANDER
"Choice" is kind of a broad term
for my situation. It's either Anya
or the sock puppet of love for this boy.

He makes a little talking face with his fist.

XANDER
"I love you, Xander, I will
never leave you."

WILLOW
Well, if Anya tries to get you killed,
put me down for a big "I told you so".

XANDER
(still hand puppet guy)
"Who is this Anya? Is she prettier
than me?"

WILLOW
She just better not cross me,
that's all I'm saying.

BUFFY
At least now we've all got someone
to go with. Some us are going with
Demons, but that's a valid lifestyle
choice. More importantly, I've got
the kick dress.

WILLOW
The pink one?

BUFFY
Oh yeah. Angel's gonna lose it.
(sudden worry)
But not his soul. I mean, lose "it."
His "it".

XANDER
(lost in hand puppet land,
and now she is bitter)
"Why don't you let your demon
make dinner for you! I don't even
know you anymore!"

He stops when he realizes everyone is staring at him. Smiles sheepishly and puts his hand down.

INT. MANSION - DAY

Angel is picking up some things when he finds one of Buffy's notebooks.

CLOSE ON NOTEBOOK

There are doodles on the cover in Buffy's scrawl. Hearts, flowers - and "BUFFY & ANGEL - 4-EVER"

CLOSE ON ANGEL

Taking this in. Touched by the innocence of it. But also further troubled by a growing uneasiness. Now a knock at the door rouses him. He goes to it and opens it.

Joyce is there.

ANGEL
Ms. Summers.

JOYCE
I'm sorry to... I would have
called but I don't have your number.

He steps back to let her in.

ANGEL
Please. You're always welcome here.

Joyce takes in the mansion, appropriately impressed.

JOYCE
My goodness. Your place is amazing.

ANGEL
Yeah. I like a lot of space.
I don't get out much in the day.

JOYCE
No. You wouldn't.

Joyce uneasily eyes the SHACKLES that Angel used to restrain Faith - still attached to one wall.

ANGEL
Can I get you something?
I don't have any coffee or I'd...

JOYCE
No thank you, I - you don't drink?
Beverages, I mean.

ANGEL
No. I do. It's just the caffeine.
Makes me jittery.

JOYCE
Oh. Well...

Joyce decides to get to the point.

JOYCE
I understand Buffy spent the night.

ANGEL
I'm sorry about that. We came
back after patrolling and-

JOYCE
(cutting him off)
I'm not interested in the details.
That's not why I'm here.

ANGEL
(a little wary)
Okay.

JOYCE
I'm here because I'm worried
about you two. In general.

ANGEL
I understand. And I promise you,
what happened before? When I
changed? It won't happen again.

JOYCE
It better not. But that's not all
I'm concerned about. I mean,
I don't have to tell you that you
and Buffy come from different worlds.

ANGEL
No. You don't.

JOYCE
And Buffy's had to deal with
a lot. Grow up fast. Sometimes
even I forget that she's still just a girl.

ANGEL
And I'm old enough to be her ancestor.

JOYCE
She's just starting out in life.

ANGEL
(gravely)
I know. Believe me. I think
about it. More now that she's
staying in Sunnydale.

JOYCE
Good. Because when it comes
to you, Angel - Buffy's not a slayer.
She's just like any other young
woman in love. You're all she
can see of tomorrow. But I think
we both know there's gonna be
some hard choices ahead. If she
can't make them, you're going
to have to.

Angel says nothing.

JOYCE
I know you care about her.
I just hope you care enough.

Angel, pained, takes this in. He knows she's right.

INT. LIBRARY - DAY

Buffy, Xander, Oz and Willow hang around the table - Willow sitting happily on Oz' lap. Giles, in research mode, enters from his office - overhearing:

BUFFY
(to Willow)
So - what? It was blue and
sort of short?

WILLOW
Not too short. Medium. And
it had this wild sort of fringy
stuff on the arms-

GILES
(interest piqued)
What's this? A demon?

BUFFY
A prom dress. That Will was
thinking about buying. Can't
you ever get your mind out
of the Hellmouth?

GILES
I'd be delighted to. However -
the day of the Mayor's Ascension
is rapidly approaching and we
don't know what to expect.

XANDER
What about the pages Will stole
from the Mayor's book? She put
her life on the line, there, pal;
don't tell me they were useless.

GILES
On the contrary. We know Ascension
refers to a human transforming
into a demon. Becoming the living
embodiment of an immortal.
Graduation day, our Mayor Wilkins
is scheduled to do just that.

Now Wesley approaches from the stacks, carrying an armload of books. Cordy trails behind him, also toting tomes.

WESLEY
The trouble is, we have no idea
which demon he's going to become.

GILES
There are thousands of species.

WESLEY
So it's safe to say we should not
waste time on trifling matters such
as a school dance.

CORDELIA
That's too bad. 'cause I bet you'd
look way "double oh seven" in a tux.

WESLEY
(not missing a beat)
Except of course on the actual
night of the event when I will
be aiding Mr. Giles in his
chaperoning duties.

GILES
(first he's heard)
You - ? Excuse me?

But Wesley and Cordelia are too busy mooning at each other to pay him any mind. Giles lets it go.

GILES
Fine. You're all suffering from
a touch of Spring Madness, if you
ask me.

OZ
Mine is more space madness. But
I'll feel better once I get used to
the weightlessness.

WILLOW
(to Oz)
Promise me you'll never be linear.

OZ
(a pledge)
On my trout.

They smile. Nuzzle a bit. Giles is losing patience.

BUFFY
We'll find you a dress, Will.
We should check out April Fools.

CORDELIA
Don't go there! I shop there!

XANDER
I myself am dipping into my
hard earned road trip fund to
procure a shiny new tux, so
look for me to dazzle.

Giles jumps in again - rather too emphatically.

GILES
And I of course will be wearing
pink taffeta as the chenille does
nothing for my complexion and
can we PLEASE talk about the
Ascension?

Everyone just looks at him. Then -

BUFFY
Giles. We got it. Miles to go before
we sleep. But, especially if we're
going to vaporize or something
on graduation day? We should
be able to have a little prom-y fun.
One night of glory; not too much to ask.

INT. TUCKER'S LAIR - DAY

CLOSE ON A VIDEO MONITOR

White with snow.

CLOSE ON A VCR

As a TAPE is shoved into it by a nondescript hand.

ON MONITOR

As an image starts to emerge - but we cut away before we can really make it out.

CLOSE ON A CAGED, DOG-TYPE MONSTER

Who faces the monitor, his EYES HELD OPEN WITH METAL CLAMPS (a la "Clockwork Orange"). As the video stars we hear some SAPPY SLOW DANCE MUSIC. The monster starts to THRASH AND SNARL, clearly agitated.

CLOSE ON THE CAGE

As the door gives a tiny bit, pulls slightly away from the frame...

FADE TO:

INT. CHURCH - DAY

At the altar of an elegant, old church - we see a couple in the middle of a marriage ceremony. They are both in traditional dress but we don't see any people in the pews, only a stolid-looking PRIEST, who performs the ceremony.

PRIEST
...Into this holy estate these two
persons present come now to be
joined. If any man can show just
cause why they may not lawfully
be joined together, let him now
speak, or else hereafter forever
hold his peace. Bless, O Lord,
this ring, that he who gives it
and she who wears it may abide
in thy peace, and continue in thy
favor, unto their life's end; through
Christ our Lord. Amen.

CLOSES ON THE COUPLE

Who we now see are BUFFY AND ANGEL. They look deeply into each other's eyes, intensely loving.

Angel slips a ring onto Buffy's finger. They kiss. Church bells ring. Buffy, excited, leads Angel toward the light - but Buffy, unconcerned, moves ahead of him. Seemingly oblivious to his fear.

EXT. CHURCH - DAY

Buffy and Angel emerge from the church. JOYCE, GILES, WILLOW, XANDER, OZ CORDELIA and WESLEY are all there, cheering them on. Angel shrinks from the sun - but amazingly, does not burn. He looks in wonder to Buffy.

But stops, stunned, when he sees that it is SHE WHO HAS STARTED TO BURN. She turns to him - desperate, confused.

BUFFY
Angel?

He reaches for her - but her beautiful GOWN GOES UP IN A SUDDEN BURST OF FLAMES. She screams, claws at the gown. But it's too late. She's completely engulfed - a human torch.

OFF ANGEL

Helpless. Horrified.

SMASH CUT TO:

INT. MANSION - DAY

As Angel, on the couch, wakes from his dream - deeply shaken.

BLACK OUT.

END OF ACT ONE
Act Two

INT. SEWERS - NIGHT

Buffy and Angel drop down into the sewers - and Buffy's none too happy about it. They talk softly - moving forward and looking around cautiously.

BUFFY
Oh Goody. I always say patrol's
not complete without a trip to
the sticky sewers.

ANGEL
I'm sure I saw him come down here.

BUFFY
Can't we let this be the vamp
that got away?
(making a "big fish" gesture)
We can tell everybody he was
thiiiis big.

ANGEL
What can I say? I need closure.

A beat as Buffy follows after him. Bored until she hits upon-

BUFFY
And clothes. You don't have a
tux, do you?

ANGEL
Since when did patrolling go
black tie?

BUFFY
For the prom, silly.

Angel stiffens at this. says a little too sternly:

ANGEL
We have more important things
to think about right now than a
dance, Buffy.

BUFFY
Oh. Sorry, Giles. I'll just be quiet.

ANGEL
Come on. Don't be that way-

But he doesn't get to finish because the vamp they were after drops down from a pipe he was hiding on, attacks. Buffy - in no mood - grabs him in one swift motion and whips out a stake.

BUFFY
(to vamp/ irritated)
Not now.

BOOM. She dusts him. Looks back to Angel - not missing a beat.

BUFFY
I'm not being that way. I say 'prom'
and you turn all grouchy.

ANGEL
I'm sorry. I'm just worried that
you're getting too... invested in
this whole thing.

BUFFY
In what "whole thing?" This is the
stuff I'm supposed to get invested in.
Going to a formal. Graduating.
Growing up.

This hits Angel hard. His expression darken even further.

ANGEL
I know.

He moves away from her. Buffy follows, growing alarmed.

BUFFY
Then what? What's with the dire?

ANGEL
It's... Nothing.

BUFFY
No. You have a something face.

Angel knows he's cornered.

ANGEL
I think we need to talk. But not
here. Not now.

BUFFY
No. If you have something to
say - then just say it.

ANGEL
I need some time. I'm not even sure.

BUFFY
About what? You'd better cut
the cryptic, Angel. You're scaring me.

She does look scared. Afraid of what's coming. Angel moves to her - speaks gently.

ANGEL
I've been thinking. About our future.
And the more I do, the more I feel
like us - you and me being together -
is unfair to you.

Buffy can barely speak. Manages-

BUFFY
Is this about what the Mayor said?
He was just trying to shake us up.

ANGEL
He was right.

BUFFY
Oh, come on! He's the bad guy!
We both know that...

His silence tells her he doesn't agree.

ANGEL
You deserve more. You deserve
something outside of... demons
and darkness. You should have
someone who can take you into
the light. Someone who can make
love to you-

BUFFY
(cutting him off)
I don't care about that.

ANGEL
You will. And children-

BUFFY
Children? Can you say jumping
the gun? I kill my goldfish.

ANGEL
Today. But you have no idea how
fast it goes, Buffy. Before you know
it, you'll want it all - a normal life.

BUFFY
I'll never have a normal life.

ANGEL
Right. You'll always be a slayer.
But that's all the more reason why
you should have a real relationship
instead of this... this freak show.

This hits Buffy like a slap in the face. Angel regrets it the moment he says it.

ANGEL
I didn't mean it that way-

BUFFY
I - I'm gonna go-

Hurt and confused, Buffy starts to leave - but Angel grabs her arm. Holds her fast.

ANGEL
I'm sorry. Buffy, you know how
much I love you. It kills me to say this-

BUFFY
(exploding)
Then don't! who are you to tell me
what's right for me!? You think I've
never thought about this stuff?

ANGEL
Have you? Rationally?

BUFFY
No, I'm just a swoony little
schoolgirl, right?

ANGEL
I'm trying to do what's right here -
I'm trying to think with my head
instead of my heart --

BUFFY
What heart?

She hits his chest, not to hurt --

BUFFY
You have a heart? It isn't even beating!

ANGEL
(stung)
Buffy, please don't.

BUFFY
Don't what? Don't love you?
I'm sorry, nobody told me I had
a choice! I can't just change -
I'll never change. I want my life
to be with you.

Angel realizes that this is the moment. What Joyce was talking about. He' going to have to make the hard decision.

ANGEL
I don't.

BUFFY
(Devastated)
Don't - want to be with me?

He says nothing. The cold truth begins to settle in her.

BUFFY
I can't believe you're breaking up
with me...

ANGEL
It doesn't mean I don't --

She makes an abrupt gesture, no more. He stands, uncertain what to say. Finally, she musters:

BUFFY
How am I supposed to stay away
from you?

ANGEL
I'm leaving. After the Ascension,
after it's finished with the Mayor
and Faith. If we survive, I'll go.

BUFFY
Where?

ANGEL
I don't know.

A beat.

BUFFY
Angel?

ANGEL
Buffy...

BUFFY
(so lost)
Is this really happening?

Another beat. They just stand there looking at each other - numb with pain. The dripping of the sewer the only sound.

FADE TO:

VARIOUS

Music plays over as:

EXT. BUFFY'S HOUSE - NIGHT

Angel moves from the shadows across the street from Buffy's house. It's late and all the lights are off. Her window is dark. He moves on.

EXT. CEMETERY - NIGHT

Buffy patrols in the deserted grave yard. She stops and rests, leaning against a headstone. It's like it takes too much effort to keep moving.

EXT. PARK - NIGHT

Angel wanders - lost in thought.

EXT. BUFFY'S HOUSE - ROOFTOP - NIGHT

Buffy sits, perched too close for comfort to the edge of the roof outside her bedroom window. Her knees hugged to her chest.

FADE TO:

INT. TUCKER'S LAIR - DAY

the space in undefined as we see that same DOG-LIKE BEAST pounding against the door of his cage.

CLOSE ON THE CAGE

As the battered frame finally gives and the door BURSTS OPEN.

CLOSE ON THE DOG BEAST

Snarling - eyes glowing darkly - as he leaves captivity.

INT. BUFFY'S ROOM - DAY

Buffy's beautiful prom dress hangs on the back of the closet door... we find Buffy and Willow, obviously at the tail-end of a serious discussion. They both look pained. Sad.

WILLOW
So... That's it?

BUFFY
That's it. Assuming we survive this
Ascension thing. He's leaving.

WILLOW
(working herself up)
Well. He's a fool. He's just a big,
dumb jerk person if you ask me.
And, I mean, he's a super-maxi-jerk
to do it right before the prom.

BUFFY
That's not his fault. He's 243 years
old. He doesn't get the prom.

WILLOW
But he should. If he-

BUFFY
Will. It's okay. You don't have to
make him the bad guy.

WILLOW
(at a loss)
But - that's the best friend's job.
Vilifying and grousing.

BUFFY
Usually yeah.
(with difficulty)
But he's right. In the long run - I
think maybe he's right.

A long moment as Willow digests this. nods.

WILLOW
Yeah. I think he is. I mean - I tried
to hope for the best, but...
(then)
I'm sorry. It must be horrible.

BUFFY
(smiling weakly)
Oh. I think "horrible" is still coming.
Right now it's...worse.

Only now does she really reveal herself.

BUFFY
Right now - I'm just trying to keep
from dying.

She tries to power through it - but ends up crying despite herself. Willow goes to her.

WILLOW
Oh, Buffy...

Buffy sinks her head into Willow's lap - scared, gasping through her tears.

BUFFY
I can't breathe, Will. I feel like
I can't breathe.

Willow strokes her head. Beside herself at seeing her friend in so much pain.

EXT. DRESS SHOP - DAY

Xander passes the same dress shop as he saw Cordy in, back in episode 19. Again, he sees her inside. Again - he can't resist going in to give her a little hell.

INT./EXT. DRESS SHOP - DAY

Xander enters the store - which is fairly busy. A number of HIGH SCHOOL TYPES try on prom-appropriate apparel. He finds Cordy at a shop mirror. She holds a spectacular dress (again - same one from 19) in front of her.

XANDER
Okay. How long does it take you
to buy a damn dress?

Cordelia spins -caught.

CORDELIA
Xander...

But she quickly recovers with-

CORDELIA
I'm considering things more carefully
these days.
(pointedly)
Don't want to get stuck with another dud.

She brushes past him. Puts the dress back on the rack.

XANDER
Well I think that dress works for
you. It positively screams nympho-

He'd go on but a SALESGIRL huffs up to Cordelia.

SALESGIRL
Is this a customer or a friend?

XANDER
Neither. Just stopping by for my
daily helping of bile.

SALESGIRL
(to Cordy)
Then you'd better get back to work
and quit goofing.

The salesgirl nods toward the shop keeper. A stern-looking lady, MRS. FINKLE. She's watching them like a hawk.

SALESGIRL
(moving off)
Ms. Finkle so has it in for you.

Xander can't believe his ears.

XANDER
You work here?

A beat as Cordelia realizes she's caught. Wavers between shame and misplaced rage. Guess which one she settles on?

CORDELIA
Yes! Yes, I'm working here.

XANDER
Uh, why?

CORDELIA
I'm trying to buy a dress.

XANDER
Don't you already have all the dresses?

CORDELIA
I have nothing! Okay? No dresses,
no cell phone, no car -- everything
got taken away because DADDY
made a little mistake on his taxes
for the last twelve years! Satisfied?
Are you a happy Xander now?
I'm broke. I can't go to any of the
colleges that accepted me and I can't
stay home because we no longer have one.

He really doesn't know how to respond. He tries to put as much sympathetic gravity as he can into:

XANDER
Um... wow.

CORDELIA
Yeah, neato. You can run along and
tell all your friends how Cordy
finally got hers, how she has to
work part time just to get a lousy
prom dress on layaway. How she
has to wear a name tag.

-- revealing hers under her cardigan --

CORDELIA
Yeah, I'm a name tag person! Don't
leave that out; the story just wouldn't
have the same punch!

BOOM! Her tirade is cut horribly short as the MONSTER we saw escape HURLS HIMSELF through the front window of the store. Now we get a good look at the creature. It's a scary, demonic HELL HOUND. People yell and scatter everywhere.

Xander shoves Cordelia to safety and goes after the beast. He tries to hit it, but the creature easily grabs him and overpowers him. It looks like the beast is about to take a nice big chunk out of Xander when he stops suddenly - throws Xander to one side and goes after a COWERING YOUNG MAN who was trying on a TUXEDO instead.

CLOSE ON CORDY AND XANDER

He's getting painfully up, she's cringing as the SCREAMING YOUNG MAN IN THE TUX is torn limb from limb - in an off-camera fashion, natch'.

ON BEAST

As he raises his head from the carnage - looking for another victim. He starts TOWARD A YOUNG GIRL in a prom dress. Then - again without notice - the beast stops. As if listening to a silent command.

EXT. DRESS SHOP - DAY

Now we see a somewhat nerdy teenage guy, TUCKER. He peers through the shattered window of the store, manipulating the controls on a sonic transmitter.

INT. DRESS SHOP - DAY

The hell hound turns and BOUNDS OUT OF THE STORE.

INT. LIBRARY - DAY

CLOSE ON A VIDEO MONITOR

Where a BLACK AND WHITE SECURITY TAPE plays. On it we see the terrible monster attack in the dress shop.

WIDEN TO INCLUDE

A grim-faced Xander and Cordy - who show the tape to Giles, Buffy, Wesley, Oz and Willow. Giles turns to them

GILES
And you say the beast just - stopped?

Xander points to the tape.

XANDER
Yeah. See there? It's like he suddenly
realized he forgot to put money in
the meter or something.

CORDELIA
The other part that totally weirded
me out? That thing had good taste.
I mean, he chucked Xander and
went right for the formal wear.

A beat while everyone takes this in. Then-

XANDER
That's right. And he left behind his
copy of Monster's Wear Daily.

CORDELIA
I'm serious! Look at Xander's outfit.
Now look at the kid the monster
went after. Very smooth lines, till
he was shredded.

She moves to rewind the tape. Buffy moves away.

BUFFY
I... I don't want to see it again.

GILES
I know it's horrible, Buffy. But you'll
be hunting this creature - you should
study it.

Buffy settles in a chair across the room, listless.

BUFFY
I think I got it.

The gang exchanges worried glances at her apathy. Willow quickly pipes up.

WILLOW
She's right. I mean, you've seen
one big, hairy death bringer of
death - you've seen 'em all.

WESLEY
Not really. If I'm not mistaken,
this is a Hell Hound.

GILES
Yes. Particularly vicious foe. It's a
type of demon foot soldier, bred
during the Mahkash wars. Trained
solely to kill, they feed on the brains
of their foes -

Now Cordelia cuts him off, seeing something on the tape.

CORDELIA
Look! Right there. Zoom in on that.

XANDER
Zoom in? this is a video tape.

CORDELIA
So? They do it on TV all the time.

XANDER
Not with a regular VCR they don't-

Wesley is clearly growing uncomfortable with Xander and Cordy's familiarity with each other - jumps in.

WESLEY
Perhaps we could stay on topic for once.
(to Cordy/jealously)
What were you doing with Xander?

Cordy stammers - not wanting to say why.

CORDELIA
What? Um. I was...

XANDER
(jumping in)
Burning a hole in daddy's wallet as
usual. I just bumped into her on
my tuxedo hunt.

Now Oz notices something on the tape.

OZ
What's that?

Everyone looks at the monitor.

CLOSE ON SCREEN

Something moves in the window. But it's gone in a flash.

BACK ON GANG

Oz
Pause it.

XANDER
Guys, it's just a normal VCR, it
doesn't -- oh wait. It can do pause.

CLOSE ON MONITOR

With the image paused - we can now see TUCKER, who peers through the window, transmitter in hand.

XANDER (O.C.)
Hello Hellhound raiser.

MATCH CUT TO:

INT. LIBRARY - LATER - DAY

CLOSE ON

TUCKER'S PICTURE in an old yearbook which lies open on the table.

RESUME ON GANG

It's later. Oz is looking at the yearbook. Willow's at the computer. Everyone else is in high research mode. Buffy sits slightly apart from the group - working but very much in her own bubble.

OZ
Tucker Wells. I had chem with him.

WESLEY
Let me guess. He was quiet, kept
to himself - but always seemed like
a nice young man?

OZ
Didn't seem like the murderous type,
anyway. Something must have happened.

Xander - aware of Buffy's mood - tries to engage her.

XANDER
How's it going over there, Buff?

She doesn't even look up from her book.

BUFFY
Fine.

XANDER
Well - I just wanted to say that your
impersonation of a inanimate object
is really coming along.

BUFFY
Thanks.

Now Willow pipes up - excited.

WILLOW
Ooooh! Ooooh! I got into Tucker's
e-mail account --

XANDER
Cool.

WILLOW
Listen to this message Tucker sent
to this kid, David Metz, at school
last week. "The Sunnydale High
lemmings have no idea what awaits
them. Their big night will be their
last night."

GILES
So. We have a threat against the
students on "their big night..."
A hell hound -
(realization dawning)
trained to attack people n formal wear.

CORDELIA
(full of herself)
Oh, are we all catching up now?

GILES
This Tucker is planning an attack
on the prom tonight.

Everyone takes this in. Bummed.

OZ
Once again - the Hellmouth puts
the "special" in special occasion.

XANDER
Why do I even buy tickets for these
things - I ask you?

WILLOW
I wonder if I can take my dress back.

ON BUFFY

Who finally raises her head from her book, as if awoken from a numbing sleep. She turns to Willow, intense.

BUFFY
Don't you dare.

WILLOW
But Tucker's going to-

Buffy stands - cutting her off.

BUFFY
No. You guys are gonna have a prom.
The kind of prom everyone should
have. I will give you all a nice, fun,
normal evening... if I have to kill
every single person on the face of
the Earth to do it.

OFF BUFFY

Looking determined. Full of new purpose. And a little bit crazed.

XANDER
Yay?

BLACK OUT.

END OF ACT TWO
Act Three

INT. LIBRARY - NIGHT

Buffy - galvanized - addresses Giles, Wesley, Oz, Xander, Cordelia and Willow.

BUFFY
Wes, go to his house. Probably not
there, but it's worth a shot.

WESLEY
All right. Perhaps strength in numbers is --

BUFFY
(preemptively)
You can take Cordy.

WESLEY
If that's your plan, all right... and
the others?

BUFFY
Oz - you said you know this David
kid Tucker e-mailed. You and Will
go track him down. Find out what
he knows - if he's involved.

WILLOW
We're on it.

Willow and Oz bail. Buffy turns to Wes and Cordy.

BUFFY
Maybe you guys should stop by
the Magick shop too.

WESLEY
Magick Shop?

BUFFY
The one by the dress store. On Main.

Xander eagerly volunteers before Wesley can.

XANDER
I can swing that one. What's the mission?

BUFFY
Ask if anybody's been in buying
supplies to raise a Hell Hound.

Xander gathers his stuff. Heads out.

XANDER
Got ya. Or who's been stocking
up on Hell Hound Sausages. I hear
those pups will do anything for a
tasty snack treat.

And he's gone, leaving Buffy with serious ponder-face.

BUFFY
Giles, you said they eat brains.
Any brains?

GILES
I suppose...

BUFFY
Well, Tucker's gotta be feeding
that thing, right?

INT./EXT. MEAT PACKING PLANT - LOADING DOCK AREA - NIGHT 24

Buffy waits while a heavy-set guy in a BLOOD-STAINED WHITE UNIFORM - HARV - finishes writing something down on his clip board. He rips the piece of paper off - hands it to her.

HARV
Yeah. This kid orders cow brains
a couple times a week. Goes to
this address.
(offhandedly)
Weird kid.

BUFFY
Thanks. Thanks a lot.

Buffy turns away from him. Is stunned when she sees ANGEL at the other end of the loading dock. He's passing some money to another worker, who hands him a bag with a few sealed containers in it.

Now Angel spots Buffy. A charged beat.

Angel closes the distance between them. They each block an impulse to touch. Instead they just stand there. The tension pretty much unbearable.

ANGEL
What are you doing here?

BUFFY
Hello to you too.

ANGEL
Sorry. It's just - I'm surprised.

BUFFY
Me too. Even though I shouldn't be.
I mean - where did I think you got
your blood? McPlasma's?

Another awful beat. Then Angel softens.

ANGEL
How are you?

BUFFY
(tightly)
Right as rain. Whatever that means.

Angel just looks at her - not buying it.

BUFFY
Don't give me that look . I can lie
to you if I want to now. We're "ex"
- remember?

ANGEL
If it means anything, I miss you-

Buffy cuts him off - but not unkindly.

BUFFY
Could we - not? Truth is, when I
think about us I have a tendency
to go sort of catatonic. And I can't
do that right now. I've got to stop
a crazy person from pulling a
"Carrie" at the prom.

ANGEL
You're still planning to go?

BUFFY
Strictly in the chaperone capacity.

He clearly feels terrible. Buffy covers her own sadness.

BUFFY
It's cool. I'm fine with showing
up stag. I'm over the whole "Buffy
gets a perfect high-school moment" thing.
(firmly)
But no way am I going to let some
subhuman rob the entire senior class
of theirs.

She starts off. Angel stops her.

ANGEL
Let me help you.

BUFFY
No. I'm okay.

ANGEL
You know I'll always help you whenever --

BUFFY
I'm okay.
(softer)
Thanks.

And she moves off, disappearing into the night. Angel watches her - heartbroken.

INT. DRESS SHOP - NIGHT

The place is still a mess from the attack. Cordy and the salesgirl we saw earlier are cleaning up. Now MS. FINKLE strides through from the back office, on her way out.

MS. FINKLE
Get as much done as you can tonight,
girls. I'll see you tomorrow.

And she's gone. Cordy and the other girl wait for a long moment. Then they wordlessly drop their brooms and grab their coats and such. Cordy is almost out the door when the salesgirl stops her - a garment bag in her hand.

SALESGIRL
(re: the garment bag)
Don't forget your dress. Aren't you
wearing it tonight?

Cordy wrestles with her conscience for a beat. Loses.

CORDELIA
I hate myself for saying this. I haven't
finished paying for it.

The salesgirl checks the receipt. Hands it to Cordy.

SALESGIRL
Well somebody did.

OFF CORDELIA

Cordy takes and examines the receipt.

CORDELIA
What? Who...?

Now she's clearly stunned as he finds the unseen name of her benefactor.

INT. LIBRARY - NIGHT

Buffy returns to find Oz, Willow, Xander and Giles. They all look a little bummed.

XANDER
Zeroes all round, Buff.

WILLOW
Sorry.

BUFFY
Make not with the long faces.
I got the address.
(then)
Now. The prom starts in a little
while. You guys go on. I'll catch
up with you as soon as I put a lid
on this jerk.

XANDER
What? No way.

WILLOW
We can't just leave you, Buff-

GILES
Buffy, they're right. You need-

BUFFY
(interrupting/to others)
To see tail lights. Hit the door.
I've got everything under control.

OZ
Buffy, it makes sense to -

BUFFY
(deadly)
Have. A. Nice. Time.

Willow, Xander and Oz know better than to argue with that.

WILLOW
Okay then.

XANDER
See ya.

They take off, leaving only Giles - who looks at Buffy questioningly.

BUFFY
I want you at the gym. Keep an
eye on them till I get there.

GILES
I don't need to tell you you're being
rather rash. Getting an address hardly
adds up to "case closed".

Buffy goes to the book cage - starts to arm herself. Turns on Giles - a little too emphatic.

BUFFY
Look. It's done. You want to run
after them and tell tem that they
can't go? You want to tell them
that all their planning and dreaming
was for nothing? That they can't be
with their honeys on tonight of
all nights?

Giles takes this in. Gets it.

GILES
Angel's not taking you, is he?

Buffy holds it together. Manages-

BUFFY
He's leaving me. Leaving town.

GILES
(genuine)
I'm sorry, Buffy.
(off her pained silence)
I don't really know what to say.
It's my understanding that this is
the sort of thing that requires
ice cream of some kind.

She smiles ruefully.

BUFFY
The ice cream will come. First I
feel like taking out psycho boy.

GILES
You're sure?

BUFFY
Great thing about being a slayer.
Kicking ass is comfort food.

And with resolve firmly set, she heads out.

OFF GILES

Watching her go - concerned.

INT. SCHOOL GYM - NIGHT

The gym is nicely decorated for the prom. Music plays while kids start to arrive, mill about with their dates.

ANYA and XANDER

Move through the crowd. He's in a tux and Anya, indeed, sports a smoking gown. Xander's got a FORCED GRIN PASTED ON HIS FACE.

ANYA
(mid-monologue)
... so she wished her husband's head
would explode, which was great
except we were standing three feet
from him at the time. What a mess.
Of course, during the plague it was
always parts falling off, that got
pretty old, since they pretty much
were anyway...

ON WESLEY AND GILES

Who stand near the snack table, surveying the scene.

WESLEY
I must say, it's all rather odd to me.

GILES
Yes. Being at an all-male preparatory,
we didn't go in for this sort of thing.

WESLEY
No. of course not. Unless you count
the nights you made the lower-classmen
get up as girls and-

He stops when he sees that Giles has no idea what he's talking about. Stuffs a chip in his mouth.

WESLEY
Dip is tasty, isn't it?

ON CORDELIA

Who enters, looking STUNNING in her lay-away dress.

ON GILES AND WESLEY

As Wesley sees Cordy. He chokes on his chip and salsa. Giles notices. Wesley tries to explain.

WESLEY
Salsa... hot.
(looks back at Cordy)
Very hot...

Wesley moons. Giles just shakes his head.

WILLOW AND OZ

Enter. Looking great in their evening attire. Willow takes Oz' hand, excited.

WILLOW
We got in. We got our prom picture.
Maybe we should dance before we
get besieged or bedeviled or
beheaded or something.

OZ
Not gonna happen.

WILLOW
You're not even a little nervous?

Oz
You think Buffy's gonna let us down?

Willow smiles, buoyed by his confidence.

WILLOW
Let's enjoy the punch.

ON WESLEY AND CORDY

As they take each other in. Palpably attracted.

WESLEY
May I say you look smashing?

Cordelia beams - takes his arm. They move off.

CORDELIA
It's a start...

ON XANDER AND ANYA

Xander looks like he's hating life as Anya prattles on.

ANYA
...Then, this one time, a girl wished
that her ex would cannibalize himself.
Even I had a hard time watching
that one, let me tell you-

Now they come across CORDELIA AND WESLEY. Xander is only too happy to interrupt Anya's tirade.

XANDER
Cordelia! Wesley! My God in Heaven
it's good to see you. How are you
both - and - details, please.

WESLEY
Very well, thank you.

Cordelia focuses on Xander.

CORDELIA
(with obvious meaning)
Yes. Thank you.

XANDER
It looks good on you.

CORDELIA
(still smiling)
Well, duh.

OFF XANDER

Who just smiles, taking her attitude in stride.

ANGLE: GILES

As he looks to the door, a little concerned.

Couples come in -- including JONATHAN and a date, but no Buffy.

OMITTED

INT. TUCKER'S LAIR - NIGHT

As Buffy VIOLENTLY KICKS OPEN THE DOOR.

Buffy moves throughout Tucker's lair - which we finally get a good look at. It's a ramshackle mix. Part animal kennel. Part amateur TV repair shop. Now Buffy turns a corner - sees TUCKER -about to open the HELLHOUND'S CAGE. Buffy GRABS HIM HARD. Slams the door to the cage shut again and locks it.

BUFFY
Sorry. New plan. The prom is go
and you're pathetic.

TUCKER
Maybe...

Tucker manages to grab an electrical cord and yanks a heavy LAMP OFF A TALL SHELF AND ONTO BUFFY. Buffy's more surprised than hurt - but enough of both that Tucker's able to break her grasp. He scrambles away from her. Grabs a SCREW DRIVER - holds it out in a menacing fashion.

TUCKER
Maybe not.

Buffy advances on him undaunted. Notes the video monitor in front of the Hell Hound's cage. A few discarded video boxes... CARRIE. PRETTY IN PINK.

BUFFY
So that's it? You brain-washed the
hound to go psycho over all things prom?

TUCKER
(grins)
neat, huh?

Buffy can't believe this guy.

BUFFY
I don't get. What kind of sicko
would want to destroy the happiest
night of a senior's life?

TUCKER
I have my reasons.

Tucker burns - and we see a super quick FLASHBACK:

EXT. PALM QUAD COLONADE - FLASHBACK - DAY

Tucker talks to a pretty girl.

TUCKER
You want to go to the prom with me?

PRETTY GIRL
No.

INT. TUCKERS LAIR - NIGHT

Now Buffy closes in on Tucker.

BUFFY
Whatever. Every maladjust has a
reason. Lucky for me you're an
incompetent maladjust.

Now Tucker LUNGES at BUFFY with the screw driver. A brief fight ensues, but Buffy easily disarms and overpowers him. She pins him - takes some ROPE from her weapons bag and QUICKLY TIES HIM UP. Now she drags him over to what appears to be a utility closet. Grabs the door.

BUFFY
Now. I'm just going to lock you
up in here - and then I'm going to
party like it's -

She stops when she opens the door. Can't believe what's behind it.

WHAT SHE SEES

THREE MORE HELL HOUND CAGES (and three more video monitors.) All have clearly been occupied until very recently.

TUCKER
(grins)
Gotta have a redundancy system.
Any "incompetent" knows that.
My three fiercest babies are on
their way to the dance right now.
(then)
You think formal wear makes them
crazy? Wait till they see the mirror ball.

OFF BUFFY

Stunned.

BLACK OUT.

END OF ACT THREE
Act Four

EXT. SCHOOL GYM - NIGHT

COLORED LIGHTS GLOW from inside the gym. We can hear MUSIC and happily partying students...

Then Buffy arrives - sees the HELL HOUNDS heading toward the building. She stops, pulls a CROSSBOW from her weapons bag - takes aim on one of the hounds.

WHOOSH! She lets her arrow fly. It HITS ONE OF THE HOUNDS only seconds before it enters the gym. It BELLOWS - falls down dead.

ON THE REMAINING TWO HELL HOUNDS

Who stop to check out their felled companion. Properly alarmed, they turn and see Buffy preparing to launch another arrow their way. A beat. Then they TAKE OFF toward BUFFY, snarling - their teeth bared.

ON BUFFY

Who tries to get the drop on another hound. But they are coming at her too fast. She turns and RUNS - away from the gym. The HOUNDS FOLLOW IN HOT PURSUIT.

BUFFY
That's right, follow Buffy... good dogs...

Indeed, Buffy seems to be leading the hounds away from the prom and their objective. But a moment later a POPULAR DANCE TUNE can be heard starting up in the gym (is there an Electric Slide song?) the prom-goers issue a happy CRY OF APPROVAL - which stops the Hell Hounds dead.

Buffy sees this. Tries to distract the hounds.

BUFFY
Oh - come on! That song sucks!

But the Hell Hounds are no longer interested in her. They turn tail and head back toward the prom. Buffy RUNS AFTER THEM - trying to take aim with the crossbow.

But it's no use. The hounds disappear into the building - with Buffy hot on their heels.

INT. HALLWAY OUTSIDE SCHOOL GYM - NIGHT

The Hell Hounds are just about to hit the doors into the main area of the gym when Buffy enters. She quickly spies some DECORATIVE DRAPES that hang over the doors and LEAPS FOR THEM, PULLING THEM DOWN OVER THE HOUNDS and stopping them.

One of the hounds immediately gets out from under the drapes - but the other is fairly entangled. Not wasting a moment, Buffy draws a knife and falls on the free hound.

Buffy and the hound tumble across the floor - but suddenly the hound SHRIEKS and falls off her. And we see Buffy's KNIFE IN ITS HEART.

Now Buffy sees the FINAL HOUND - who has recovered and pulled itself out from under the fallen drapes. It's skulking toward the main doors to the gym when one of them opens and AN UNSUSPECTING GUY IN A TUX wanders out.

BUFFY
Get back!

The tux guy looks confused. Then sees the HIDEOUS BEAST HURTLING TOWARD HIM. But the impact never comes. Buffy catches the beast by its legs - stopping it with only inches to spare. The TUX GUY just stands there, terrified as BUFFY AND THE HELL HOUND go at it. Hand to hound. Buffy is strong - but the hound is mighty and almost gets the better of her. Finally - she manages to get the beast in a head lock and SNAPS ITS NECK. It collapses on her in a breathless heap.

A long beat. Buffy looks up at the TUX BOY - who is still standing in the same spot. Transfixed. Finally, he stammers-

TUX BOY
B-B-B-B-Bathroom?

Buffy just nods and points down a nearby hallway.

TUX BOY
Th-th-th-th-

BUFFY
(gently stopping him)
You're welcome.

The tux boy moves off. Buffy rolls the hound off her. Breathes a sigh of relief.

EXT. SCHOOL GYM - NIGHT

Buffy drags a dead Hell Hound into some bushes. We see that the two others are already hidden away there.

A beat. Then Buffy goes to her weapon bag. Retrieves a GARMENT BAG from it.

INT. SCHOOL GYM - NIGHT

The prom is in full swing as Buffy enters, looking breathtaking. A beat as she surveys the scene. Likewise, guys and girls eye the beautiful late-comer.

Now Buffy sees Giles. Catches his eye. Nods. It's all taken care of. Giles nods back, quietly pleased. That's his girl.

ON WILLOW AND OZ

Dancing. Then willow spots Buffy - points her out to Oz. They move to her.

WILLOW
Buffy! You look awesome.

They hug.

OZ
Everything cool?

BUFFY
Coolest. Devil dogs are history.
How's the prom?

OZ
Strangely affecting. I teared up
when they played "We Are Family."

WILLOW
(beaming)
Everything's perfect, Buffy.

Buffy takes this in. Pleased.

FADE TO:

INT. SCHOOL GYM - LATER - NIGHT

CLOSE ON THE STAGE

Where class award presentations are in progress. A NUMBER OF STUDENTS STAND, lined up at the mic with various plaques and trophies in hand.

Our kids stand in various places throughout the crowd, in couples. All except

ANGLE: BUFFY

Who stands by herself at the punch bowl table. A bit removed, a bit forlorn, but still glad for the warmth she is not sharing.

STUDENT AT MIC (O.C.)
And the award for Sunnydale High's
"Class Clown" for 1999 goes to...

CLOSES ON KID IN CROWD

A SPOTLIGHT finds a goof with a balloon animal on his head.

STUDENT AT MIC (O.C.)
Jack Mayhew!

Jack reacts to his triumph and runs up to the stage - mugging and doing "wild and crazy guy" type stuff.

BACK ON XANDER, ET AL

Xander rolls his eyes - disgusted.

XANDER
Please. Anybody can be a prop
class clown. You know, none of
the people who vote are funny.

BACK ON STAGE

The student who was at the mic turns and looks around, there is a little shuffling as he or she beckons Jonathan to come forward. He steps to the mic.

JONATHAN
We have one more award to give
out... Is Buffy Summers here tonight?
Did she, uh...

ON THE CROWD

Minor confusion ensues as a SPOTLIGHT looks for Buffy.

Our kids look at each other -- what is all this?

Buffy has turned away, is getting punch as the spotlight finally finds her. She turns, looking confused.

BACK ON JONATHAN

JONATHAN
This is actually a new category,
first time ever, I guess there were
a lot of write in ballots... and, uh,
the prom committee has asked me
to read this.

He produces a piece of paper, reads a little stiffly:

JONATHAN
(reads)
We're not good friends.

ON BUFFY: is this a set up?

JONATHAN
(reads)
Most of us never found the time
to get to know you. But that doesn't
mean we haven't noticed you. We
don't talk about it much, but it's
no secret Sunnydale High isn't really
like other schools. A lot of weird
stuff happens here.

There are murmurs, chuckles -- students call out:

STUDENT ON FLOOR (O.C)
Zombies!

ANOTHER STUDENT (O.C.)
Hyena people!

YET ANOTHER
Snyder!

Laughs. Jonathan waits a moment, continues.

JONATHAN
(reads)
But whenever there was a problem
or something creepy happened, you
seemed to show up and stop it.
Most of the people here have been
saved by you,
(looks to her)
or helped by you, at one time or another.
(reading again)
We're proud to say that the class of
'99 has the lowest mortality rate of
any graduating class in Sunnydale history.

Big applause. As it dies:

JONATHAN
(reads)
And we know at least part of that
is because of you. So the senior
class offers its thanks, and ...
gives you, uh, this...

Some fumbling about between the kids as they pass Buffy's award to the front. It's a small umbrella, decorated and gold spray-painted. Jonathan takes it, opens it.

JONATHAN
It's from all of us, and it's got written
here, "Buffy Summers. Class Protector."

Buffy is stunned. Near tears as she steps toward the stage, and the kids make big with the clapping.

Buffy reaches the stage and Jonathan hands the umbrella down to her. She takes it and faces the crowd, no idea what to do.

CLOSE ON GILES, WILLOW, OZ AND XANDER

Reacting with joy. Clapping and whistling.

ON ANYA

Rolling her eyes. Disgusted.

FADE TO:

INT. SCHOOL GYM - LATER STILL - NIGHT

Wesley moves to Giles, clearly anxious.

WESLEY
Mr. Giles. I'd like your opinion.
While the last thing I wish to do
is model bad behavior in front of
impressionable youth - I wonder if
asking Ms. Chase for a dance would -

Giles, clearly fed up with the whole matter, cuts him off.

GILES
For God's sake man. She's eighteen
and you have the emotional maturity
of a blueberry scone. Have at it, would
you, and stop fluttering about.

Chastened and pleased in equal measures - Wesley nods.

WESLEY
Right then. Thanks for that.

And moves off toward an eager Cordelia.

ON THE DANCE FLOOR

A slow song plays. We see Oz with Willow. Xander with Anya. And now Cordelia and Wesley.

CLOSE ON XANDER AND ANYA

They dance, slow. She puts her head on his shoulder like many other girls -- but still held stiffly, not quite certain about what to do. A beat, and:

ANYA
(noncommittally)
This isn't so bad...

Xander thinks so too.

GILES

Sees Buffy, standing alone with her award. Watching her friends dance. He moves to her.

GILES
You did good work tonight, Buffy.

BUFFY
Yeah, and I got a toy surprise.

GILES
Yes. I really had no idea that children -
en masse -- could be gracious

BUFFY
Every now and then, people surprise you.

Giles sees something behind Buffy. Smiles.

GILES
Every now and then.

Buffy follows his gaze. Turns to see-

ANGEL

Immaculate in a tuxedo. Walking towards her.

BACK ON BUFFY AND GILES

He steps gracefully away -- taking the umbrella with him -- as she stands there, eyes locked on Angel.

CLOSE ON BUFFY AND ANGEL

Who meet on the dance floor. They just stand there - not dancing.

BUFFY
I never thought you'd come.

ANGEL
It's a big night. I didn't want to miss it.
(beat)
It's just tonight. It doesn't mean that--

BUFFY
I know. I mean... I understand.

There is a greater meaning to that that is not lost on Angel. They look at each other, their burdens lifted slightly, their pain not gone but mellowing. Words unsaid.

ANGEL
Will you dance with me?

He has to ask? She folds into his arms, head on his breast. Closes her eyes.

They dance.

BLACK OUT.

THE END