Beneath You

August 2, 2002 (WHITE)

Written by: Douglas Petrie

Directed by: Nick Marck

Teaser

FADE IN:
EXT. GERMANY - NIGHT

A deserted TOWN SQUARE. Modern, fairly urban - tattered German text posters for local rock bands cling to brick walls. We hear the wail of POLICE SIRENS as a lone unmarked car splashes through the square, its headlights casting stark shadows.

The car passes. We hold on a young (fifteen-ish) PUNK GIRL. Pressed up against a brick wall, behind some garbage cans, just barely out of sight. And despite her leather jacket, nose rings and pink hair - she looks terrified.

FADE IN SUBTITLE: FRANKFURT

The girl scans the square.

We see her P.O.V. The square is empty. Summoning her courage, the girl emerges from her hiding place and walks quickly across, looking over her shoulder.

She keeps walking, her clattering footsteps the only sound echoing in the square. We see how young and innocent her face is, illuminated by street lamps. Then slowly, suspicious, she stops walking ...

But the sound of footsteps keeps coming.

The girl does not turn back. Instead, looking straight ahead, she sees the nightmarish image of two SHADOWS cast upon the wall before her. Looming large - and running her way. She gasps - and RUNS. She's fast.

ANGLE ON: A homeless DRUNK, nursing his bottle of cheap booze in a paper bag, nearly gets run over by the fleeing girl.

DRUNK
(German)
Hey! Was die Holle Sie
denken Sie sind ...
DRUNK
(translation)
Hey! what the hell you
think you're ...

But he stops himself short as two ROBED FIGURES, not fully seen, run after the girl. The drunk stares, frightened.

ANGLE ON: An ALLEY. The girl turns a corner, fast. The men in robes follow fast behind.

The girl stops. She's got moves - or at least, a strong instinct for survival.

She grabs the first robed man as he rounds the corner, yanks his arm hard up behind him, and sends him SMASHING face-first into the second robed man.

They hit the ground. She turns to run - but one of the robed figures REACHES OUT from where he lies - and just manages to snag Punk Girl's ankle.

Running, she trips and FALLS - hard on the pavement, splashing painfully into a shallow puddle. She turns, quickly, looking up to see:

The two robed figures are now standing, looming above her and they pull from within their robes CEREMONIAL DAGGERS.

Her eyes go wide with fear - she holds up her thin white hand to protect herself - and we go over to the brick wall behind her to see SHADOWS -

A sickening shadow play of the robed figures STABBING into the girl again and again without mercy.

When, as suddenly as it started - it stops. The shadow figures stand upright, looking down.

Coming off the shadows, we move in on the girl's dead face. And even though she is clearly dead, flecks of blood freckle her cheeks, her mouth opens and an incongruously DEEP VOICE echoes out of her:

GIRL
From beneath you, it devours ...

AND CUT TO:

INT. BUFFY'S (FORMERLY JOYCE'S) ROOM - NIGHT

DAWN. Looking directly at us, yelling to be heard:

DAWN
Buffy - Buffy - BUFFY!

We reveal that we are now in Buffy's bedroom. BUFFY sits upright in bed, sheets still around her, as Dawn, gripping her by the shoulders, tries to get her attention.

Buffy slowly re-orients herself, "sees" Dawn.

BUFFY
I heard screaming.

DAWN
That was you.

BUFFY
And ... there was a girl.

DAWN
That would be me.

BUFFY
No, it was ...

DAWN
... Just a dream.
(beat)
It was just a dream, right?

They exchange a look.

BUFFY
Vision, maybe.

DAWN
That explains the screaming. And I'm
guessing we can rule out any visions
involving winning the lottery ...

BUFFY
"From beneath you, it devours."
That's all she could say. And then
they ...
(beat)
There's more like her, Dawn.
Somewhere. Out there.

Buffy rises, looks out her window.

BUFFY (cont'd)
And they're qonna die.

Dawn joins Buffy by the window, also looking out, but while Buffy stares into space, Dawn can't see any danger. So Dawn shuts the window.

DAWN
Okay! Vision break. It's all too
cryptic to figure out in one night
anyway. Let's go downstairs and I'll
make you a nice cup of tea.

BUFFY
I hate tea.

DAWN
Me, too. It's the gesture. Come on.

Dawn leads Buffy out of the bedroom, talking as she goes.

DAWN (cont'd)
You know we can never tell Giles
about the tea thing, right? I think
he'd like, crack in half or
something ...

But Buffy pauses, turns back, looking out the window.

BUFFY
(to herself)
"From beneath you ..."

She shakes it off, unable to figure it out, and follows Dawn out the door

EXT. SUBURBAN STREET - NIGHT

Outside, at night, we move down through the trees to find a quiet suburban Sunnydale street. Establishing. Not a car in sight. When we hear a deep rumbling sound. Growing louder, coming this way ...

We see, beneath the earth, something BIG (not the something itself, but the wake it leaves behind it) - BURROWING its way through the soft grassy ground, displacing earth and grass as it plows along.

It reaches the sidewalk and keeps going - SMASHING its way through the asphalt, sending cement buckling. Whatever it is it is seemingly unstoppable, heading our way.

With a horrible gurgling roar, it descends back down into the earth and disappears, leaving only the path of destruction and the quiet night behind ...

BLACK OUT.

END OF TEASER
Act One

INT. SCHOOL BASEMENT - DAY

Moving along the condensation-dripping walls of the dank Sunnydale High basement, we come upon - a RAT. And we hear:

SPIKE (O.S.)
No no no no no no no ...

We see SPIKE come into frame, eyeing the rat hungrily, stalking ... Spike's looked better. Bags under his eyes (which stare wildly) hair grown-out and crazy in all directions, clothes smudged and dirty. He wants that rat.

SPIKE
Now is not the time, you know it, I
know it, making them understand - a
totally different matter.

He's getting closer, moving stealthily, ready to pounce...

SPIKE (cont'd)
No manners, is the problem, proper
breeding, respect for etiquette, all
of it lacking...

He slows, looking around...

SPIKE (cont'd)
All of it lost on 'em ...

And he stops rambling for a second, hearing something coming. And he becomes, just for a split-second, totally coherent.

SPIKE (cont'd)
Bye-bye, lunchtime.

The rumbling continues, growing louder, coming this way.

SPIKE (cont'd)
Not the time. Not hardly ready...

The rumbling grows even louder. Pipes shudder and shake.

SPIKE (cont'd)
Stop.

Spike winces in agony as the sound grows. He looks beneath him, stepping as if on a hot surface, trying to avoid the ground, but of course unable to. He stops, pleads with someone who is not there.

SPIKE (cont'd)
Please, mum. Begging now, make it
stop. Make it ... God ...

Spike drops to his knees, in pain, still clutching the side of his head. He wraps his arms around his skull, trying in vain to block out the noise, but cannot. He wails ...

SPIKE (cont'd)
Aaaahh... nnggh...

And Spike's pain rises along with the rumbling. Everything in the cramped basement space is shaking now, like an earthquake is coming. Spike raises his head and SCREAMS out loud to the heavens above, his voice almost matching the rising roar in volume as we cut to...

SPIKE (cont'd)
AaaaaaaAAAAARHHHH!!!

DAWN (O.S.)
Could you die?

EXT. STREET - DAY

We see Xander, dressed like a grown-up (jacket and coolly loose-fitting tie) driving Buffy (shotgun) and Dawn (backseat) to school.

DAWN
'Cause, seriously, just speaking for
all the people who are me in the car?
We're very excited.

BUFFY
Well, I'm glad for all of you then.

DAWN
It's just so cool. You're coming to
school with me! You'll be like,
right there, the whole time.
(beat)
You understand you can never talk to
me, look at me, or hang out anywhere
near my friends, right?

BUFFY
You've been very specific.

XANDER
I forgot high school's unwritten
rules of hallway etiquette. Of
course, no one ever explained them to
me, they'd just stuff me in a locker
'til I drew my own conclusions.

DAWN
I don't mean to sound all "Cordelia
Chase Part Two" about it...

XANDER
Appreciated...

DAWN
It's just, I don't want my big sister
humiliating me five days a week.

BUFFY
Three. Three days a week. I'm only
doing this community counseling gig
part time, so if you want to be
embarrassed Tuesdays and Thursdays?
You're on your own, Missy.

XANDER
But if you're looking for a tutor?
(raising his hand)
Years in the field. Just saying.

BUFFY
I doubt you'll see me at all,
assuming I even half-understand my
fuzzy job description ...

DAWN
It's not fuzzy. You're what, dealing
with "troubled" kids?

XANDER
At a spanking new Hellmouth High.
Please. Outside of drugs, violence,
unwanted pregnancy and the unleashed
hordes of Armageddon that come
pouring out the school's foundation
every now and then ... what kind of
"trouble" could these kids have?

BUFFY
(unsure)
Guess I'll find out.

XANDER
You're sounding a little less than
Gung-ho about the job, there, Buff.

BUFFY
Huh? Oh, it's not the job of it,
it's ... anyone else find it a little
weird that Principal Wood just -
hired me? Just like that?

DAWN
Just like what?

XANDER
Guy gives you a job... not exactly a
thrilling tale of horror.

BUFFY
Just seems, I don't know ... convenient.

XANDER
Maybe. Doesn't make it bad. Those
kids got damn lucky, having a Slayer
and a friend on campus there for 'em.
Hope they appreciate it.
(beat)
I know I did.

A moment passes between Buffy and Xander - she looks to him, struck by the sincere compliment. He keeps driving.

XANDER (cont'd)
(nostalgic)
Days gone by, huh?

DAWN
(to Xander)
I thought you hated Sunnydale.

XANDER
Yes and no. With a heavy emphasis on
the yes, but at least I was dating
then.

BUFFY
You could be dating now.

DAWN
Yeah, you're a guy with a car and a
job and a tie.

BUFFY
All hard to resist.

XANDER
(shrugs, "yeah, but")
I dunno what's not clicking for me
right now.

BUFFY
Well, that thing with Anya...

XANDER
The leaving her at the altar thing?

BUFFY
Yeah, that one. That's not something
you just bounce right back from.

XANDER
Sure it is. She bounced back to
being a Vengeance Demon and I bounced
back to being a dateless nerd.

DAWN
Do you guys talk at all?

XANDER
I've seen her at The Bronze a couple
times... guess there's a lot of
scorned women there making Vengeance
wishes on their exes.

BUFFY
That's where I go to get my
scorn on...

DAWN
You guys should really ease up with
the whole "dating demons" thing.

BUFFY
Hello, you were the one having the
Smooch-athon with teen-vampire last
Halloween.

DAWN
See, this is why I don't want
you talking to my friends.

INT. BUFFY'S OFFICE - DAY

PRINCIPAL WOOD walking out from behind Buffy's spanking-new DESK, situated in the middle of her NEW OFFICE (A glass partitioned semi-cubicle fitted into an alcove off the main section of the Principal's Office; it has a full view through the glass of the hallway outside, and the STUDENTS passing through it on their way to class). The Principal is in mid- orientation ...

PRINCIPAL WOOD
We'll sort of feel our way along.
Some students will be sent to you and
I'm hoping others will start to come
on their own.

BUFFY
What if they don't? Should I panic?

PRINCIPAL WOOD
You might be surprised, Buffy.
You're the youngest and, uh ...
(re: his own tie)
... least stuffy member of this
faculty. I think the students'll
want to talk to you, and when they
do, don't evaluate them, just listen.
They need to know they have someone
here who's on their side.

BUFFY
Can I give detention?

PRINCIPAL WOOD
Okay by me. A little authority can
be a wonderful thing. Just remember
that while you're here to help,
you're not their friend. Trust me
, open that door, these students will
eat you alive.

BUFFY
You heard about Principal Flutie,
right?

PRINCIPAL WOOD
Hmm?

BUFFY
Forget it.

A beat, then.

PRINCIPAL WOOD
Okay, then. I think that's pretty
much it; you got your phone, your
desk, and I've imparted all the
wisdom I can for one morning.

BUFFY
And for that, I thank you.

PRINCIPAL WOOD
Oh, there'll be more. Everything
happens on a case by case basis
around here anyway, and I've got bags
more wisdom stashed away in my office.

He turns to go.

BUFFY
Right. I'll just ... come to you
with questions when they come to me
with questions.

PRINCIPAL WOOD
Great. Relax, there's only three
things these kids understand: the
boot, the bat, and the bastinada.
(beat)
Bad joke. It's the "bastinada." No
one ever knows what that thing is.

BUFFY
Wooden rod they use to smack the
soles of your feet in Turkish
prisons, but if you use the right
wood, it makes an awesome billy club.

Long pause as Principal Wood looks at Buffy like she's grown a second head. Then he smiles.

PRINCIPAL WOOD
Think you're qonna fit in just fine.
Is there something else?

BUFFY
Just one thing. I was curious, and
don't think I'm not grateful or
anything, but ... why is it exactly
I ...

PRINCIPAL WOOD
... Have this job?

BUFFY
I still haven't finished college.

PRINCIPAL WOOD
I know.

BUFFY
So was it my sparkling personality,
or maybe you've just enjoyed my work
at the Double Meat Palace ...

PRINCIPAL WOOD
I'm a vegetarian.
(beat)
The students need someone who
understands them; I need someone who
understands students. Why?
Something about you I don't know -
and maybe should?

He awaits an answer. Buffy's taken aback - but recovers, smiling.

BUFFY
Nothing I can think of.

TWO KIDS and a TEACHER enter the office area. The Teacher looks weary. The boys look like they've been fighting.

PRINCIPAL WOOD
If you'll excuse me. First catch of
the day. Be in my office if you need
me.

BUFFY
Thanks. I'm gonna look around, get
to know the place... Make sure it's
all...

She trails off as he enters his office with the two boys, shutting the door behind him.

BUFFY (cont'd)
... all schoollike.

A beat, then her expression hardens. She heads out.

INT. SCHOOL BASEMENT (SPIKE'S LIVING AREA) - DAY

Back in the basement. The door to Spike's small living area slowly opens. Buffy enters, slowly, cautiously, looking around.

We see Buffy's P.O.V. It's dark and dank and drippy. Plenty of places to hide; plenty of places from which someone could jump out at her.

Buffy walks all the way in as the door begins to slowly close behind her, unnoticed. That is, until it CLOSES with a loud echo. Buffy lumps a bit, but shakes it off.

She keeps exploring the dank space. Looks around.

BUFFY
Spike?

But the place is completely empty. Not a single trace of Spike. Buffy stands alone in it, confused...

As we hear a small, panting sound ...

EXT. SUBURBAN STREET - NIGHT

And cut to a panting little SHIH-TZU DOG, padding along the suburban sidewalked street, being walked by its owner, an attractive young woman named NANCY.

NANCY
Rocky! Come on, baby, do your
business, I want to get home.

The dog keeps trotting away on its RETRACTABLE LEASH, looking for a spot to pee. Nancy sighs.

NANCY (cont'd)
Come on, baby ...
(to herself)
I coulda gotten a cat, but no ...

We see the dog trot out to the end of its leash.

See Nancy standing alone, waiting ...

There is a small, almost imperceptible JERK on the leash line as we hear a small "yip" from the dog's direction.

And Nancy looks over ...

And we see her P.O.V.: The leash line ends, not with a cute little puppy on the other end, but instead, sticking in a hole in the ground. Just stuck there. An odd tableau.

Nancy doesn't move, just watches, a bit struck by the strangeness of this vision ...

When BOOM! Nancy gets suddenly and violently JERKED off her feet by a mighty TUG on the end of the leash line.

She hits the sidewalk in a full-body dive, hard.

From the ground, Nancy looks up - just as she gets PULLED along the sidewalk, hard and fast, painfully.

Nancy's P.O.V.: She is getting pulled toward a CRACKED HOLE IN THE SIDEWALK, where the leash is getting sucked in, faster and faster, momentum building.

Nancy tries, but cannot get her hand un-stuck from the plastic leash holder as she keeps getting dragged forward ...

She gets pulled closer to the hole in the ground when suddenly SOMETHING ERUPTS from out of the sidewalk pavement. We hear a horrible ROAR.

We do not see the creature, but Nancy does. She SCREAMS, crawling back as fast as she can, managing to remove her bloodied hand from the leash holder just in time.

And she gets up. Pauses in horror to hear the sounds of BONES CRUNCHING beneath the ground. That's enough for her - she turns and RUNS -

And SCREAMS again, having just run into ...

Xander.

XANDER
Uh ... Hello.

And we cut to:

INT. BUFFY'S LIVING ROOM - NIGHT

Nancy, looking traumatized, her hand bandaged, holds a steaming cup of tea as she sits on Buffy's couch. She's mid- story.

NANCY
... And whatever it was, it was big.
And strong. Stronger than... I mean
I don't know how it's possible. You
hear things, in this town, living in
Sunnydale, but no one actually
believes them - you'd have to be
crazy, and ...
(beat)
...And you all think I'm crazy,
don't you?

We see she is talking to Xander, Buffy and Dawn.

XANDER
I don't.

BUFFY
We've seen things too, Nancy.

DAWN
We're probably the only ones in
Sunnydale who would believe you.

XANDER
And we're gonna do something about
this. It's your lucky night.
Considering, you know, your dog just
got all ate up and stuff.
(beat)
Can I freshen up that tea for ya?

NANCY
No, I'm good.

He gives her an understanding nod. Then when she looks away, mock-smacks his own forehead.

DAWN
So you say this thing just came up
out of the ground? No signs, or
warning of any kind?

NANCY
Just this kind of rumbling sound.
You know, like before an earthquake?

BUFFY
"... From beneath you it devours."

NANCY
What?

BUFFY
Nothing.

DAWN
Nothing good ...

XANDER
It's sounding monster-ific, all
right.

DAWN
Round up the gang?

XANDER
Good thinking. Except ...
(gesturing)
This is the gang

BUFFY
Just us. Right.

XANDER
(shrugs)
About as assembled as the Avengers
can be these days.

Buffy nods, turns to Nancy.

BUFFY
We're going to get into this. And if
your dog's alive, we'll find him. I
promise. The only thing we need ...

And Buffy is cut off by a suave off-screen voice that's vaguely familiar, even if the tone is not.

SPIKE (O.S.)
What you need is help.

Buffy, Xander and Dawn all look to see:

SPIKE. Standing in the living room by the French doors, having entered unnoticed.

He's looking cool, calm and collected. Well dressed, hair neat and platinum once again, well-groomed in a mod-ish kind of way, and not incidentally, looking on the studly side.

Not even a little bit crazy. Just the opposite, It's totally together Spike.

SPIKE
Fortunately ... you've got me.

And off Buffy's stunned reaction, we blackout.

END OF ACT ONE
Act Two

INT. BUFFY'S LIVING ROOM - CONTINUING

Right where we left off: Off Buffy's face. She's looking right into the eyes of Spike, who's standing in the doorway.

SPIKE
Buffy.

BUFFY
Spike.

ANGLE ON: Xander, Dawn and Nancy looking on.

NANCY
Who is that?

DAWN
He's... it's Buffy's...

XANDER
Ex.

NANCY
And somehow I'm getting it's more
complicated than that.

XANDER
Always is.

Xander rises to stand closer to Spike, "protecting" Buffy.

BUFFY
(to Spike)
You've changed.

SPIKE
I have.

BUFFY
Nice clothes. Better hair. And not
so much with the crazy, I like it.

She stares hard, arms folded.

BUFFY (cont'd)
Now what do you want?

SPIKE
Easy. If you think I like putting
myself here, surrounded by people who
don't particularly like me.

He makes eye contact with the glaring Xander.

SPIRE (cont'd)
... You'd be wrong.

XANDER
If you're uncomfortable, we could
make you leave.

SPIKE
I'll be quick.
(to Buffy)
We need to talk. Want to do that
here, or privately?

XANDER
I'm thinking here - in the company of
good friends and pointy weapons.

Buffy looks back to Dawn and Nancy on the couch ...

BUFFY
You said something about "quick?"

SPIKE
I did. For a start and for the
record - last you saw me, I was a
mess - out of my head - admitted.
Last week, living in the school
basement ... well you saw me.

Dawn comes over.

DAWN
(to Buffy)
You did?

XANDER
Damn it, Buffy

BUFFY
Wait. Guys. Yes, I saw Spike ...
I just ...

DAWN
What - forgot to mention it?

BUFFY
Things in that basement were insane.
I saved your life. We'll discuss
this later.

Xander and Dawn exchange looks. Then look to Buffy.

DAWN
Sure.

XANDER
Whatever you want.

DAWN
Right, 'cause that seems to be the
only time you let us in, Buffy.
Whenever you want.

SPIKE
Now, in fairness to Buffy...

XANDER
Shut up, Spike.

BUFFY
Guys. Give us a minute.

Buffy pulls Spike aside, out of the living room and into the foyer where they speak closely, a bit more intense. Xander and Dawn return to Nancy.

BUFFY (cont'd)
Don't start out by saying you're
sorry.

SPIKE
I didn't come to atone.

BUFFY
Then what the hell do you want?

SPIKE
Only to help you.

BUPFY
Help me what?

SPIKE
I was kinda hoping you'd tell me.
You're the Slayer. Connected to
visions, the long line of worthies.
Riqht? I'm just a guy with his ear
to the ground, but even I can feel
it: something's coming.

Buffy shifts, eyeing Spike hard, but paying attention.

SPIKE (cont'd)
Don't know what, exactly, but
something's brewing and it's so big,
ugly and damned, it makes you and me
look like little bitty puzzle pieces.
If I'm wrong - say so. Lovely. No
hard feeling. I go out that door and
you can lock it behind me with any
spell you like. So.
(beat)
Am I wrong?

Buffy regards him a long time.

BUFFY
Everything about you is wrong, Spike.

Spike nods, taking it in. Without a word, he turns to go.

BUFFY (cont'd)
But something is coming.

SPIKE
You're gonna need help.

BUFFY
Since when did you become the
champion of the people?

SPIKE
I didn't. I'm just a guy who can
lend a hand, if you let me.
(beat)
Ball's in your court, Slayer.

Spike awaits her response. And off Buffy's uncertainty, we cut to:

EXT. ENGLAND - DAY

WILLOW is seated in the doorway of the old stone house we saw in episode one. Coat on, bags packed. Giles joins her.

GILES
Your cab is here.

WILLOW
I know.

She doesn't move. Pause.

GILES
And in keeping with quaint old
British tradition, you'll now be
expected to get in it.

WILLOW
I don't think I can, Giles. I'm not
done here.

Again, the horn honks.

GILES
That's your fear talking.

WILLOW
Yes! My fear's a big obnoxious
blabbermouth - and you're the one who
keeps telling me to trust my
instincts.

GILES
True.

WILLOW
So? Shouldn't we be listening? I
don't want to go back home just so I
can screw up again. Why don't I
stay? Not forever, just long enough
to, I dunno, make my fear shut up a
little, maybe.

GILES
It's possible, but ...

The taxi's horn honks. Giles motions for the taxi to wait.

GILES (cont'd)
Try to be very specific. What is it,
exactly, you're afraid of?

WILLOW
Ho. Well. For starters? How about
the Hellmouth's getting all rumbly
again and now I know it's got teeth
and are those literal teeth 'cause I
don't know if I can handle it, and
what if I can handle it? Does that
mean I have to be a bigger, badder
badass than the source of all
badness? What if I have to give up
all this control stuff and go all
veiny and homicidal and what if ...

GILES
(quietly)
... They don't take you back?

WILLOW
A-huh?

GILES
Willow. We could remain another two
years here, training and practicing,
learning to hone your powers. And
still, you'd be no way of knowing for
sure if the friends you left behind
are still your friends at all.

Beat as Willow really takes this in.

WILLOW
Well ... sure. I mean you put it
that way - duh.

GILES
I would offer some guarantee you'll
be welcomed back in Sunnydale with
open arms. But I can't. You may not
be wanted. But you will be needed.

WILLOW
(small)
That all you got?

GILES
For the moment, yes.

WILLOW
Okay. Guess I'd better ...

GILES
Trust yourself. And the others might
follow.

INT. BUFFY'S LIVING ROOM - NIGHT

Buffy stands in the center of the living room, issuing orders.

BUFFY
(as she works)
We're gonna split. Two pairs.
Whatever this creature is, it's
burrowing through solid ground. That
means a kind of strength and power we
don't usually deal with. But we may
have to yet used to, now that the
Hellmouth's getting all perky.

Nancy pulls Xander aside.

NANCY
Shouldn't we call the police?

XANDER
And tell them what?

Pause.

NANCY
I'll stop interrupting.

SPIKE
(to Nancy)
This thing came from underground, yes?

Nancy nods.

SPIKE (cont'd)
And took your dog. Which means it
could have been lured. By scent,
rhythm of motion ... what's your
dog's name?

NANCY
Rocky.

SPIKE
Comes when called?

NANCY
Always does. Or, did ...

Spike nods re-assuringly. Nancy smiles at Spike. No one else does. Buffy continues:

BUFFY
Xander. Take Nancy home. Drive,
don't walk and try not to stop 'til
you get there.

XANDER
Understood.

NANCY
(to Xander)
Is your girlfriend always this ...
commanding?

XANDER
Who - Buffy? Oh, she's not ... I
mean, she's a girl, and a friend, but
she's not my ...

DAWN
Xander?

Xander looks to Dawn. She indicates he's got something at the corner of his mouth.

DAWN (cont'd)
Little drool?

BUFFY
Spike and I'll check out the site of
the attack.

XANDER
O-kay ...

Xander takes Buffy aside, speaking privately.

XANDER (cont'd)
Buffy, in the biggest way, I am not
loving this plan. I'm not loving
Spike. He ...
(hushed, intense)
He tried to rape you.

BUFFY
And failed. I know I can take him.

Xander hesitates, wanting to say more, but stops himself off Buffy's look. Conversation ended.

BUFFY (cont'd)
Let's patrol. Xander's taking Nancy home.

DAWN
I'm command central. Everybody
checks in with me.
(beat)
Okay, I'll be here doing homework,
but still the other thing sounds
cooler.

BUFFY
Let's head out.

SPIKE
Righty-o, then.

They get up to go. Dawn motions to Spike.

DAWN
Spike?

Dawn stops Spike at the door on his way out. Takes him aside.

DAWN (cont'd)
You sleep, right?

He looks quizzical. Strange question.

DAWN (cont'd)
You, Vampires. You sleep.

SPIKE
(smiles)
Yeah. What's your point, nibblet?

DAWN
Well, I couldn't take you in a fight
or anything, even with that chip in
your head. But you do sleep. And if
you hurt my sister, at all, if you
touch her -- you're gonna wake up on
fire.

Spike starts to reply. Dawn's glare continues, unbroken. Spike gets it

EXT. SUBURBAN STREET - NIGHT

A flashlight's beam crawls along a stretch of sidewalk. We see BUFFY and Spike walking along the Sunnydale street (the site of the attack on Nancy's dog). Spike walks ahead of Buffy, looking all business. Buffy straggles a few paces behind, holding herself, looking unsure - vulnerable.

SPIKE
You're awfully quiet.

BUFFY
I wouldn't know what to say.

SPIKE
Fine with me. I was more than half
expecting to get an earful anyway and
when exactly'd your sister get
unbelievably scary?

She stops, staring at him. He stops too.

BUFFY
What are you doing?

SPIKE
What? Told you once. Straight up.
I'm here to help. And that's all.
(beat)
Think this here's our spot?

We reveal they've come upon a patch of sidewalk that looks like it's been exploded outward from the ground up.

BUFFY
How'd you guess.

They move forward. Buffy takes her flashlight and points it downward into the burst-open patch of pavement. Spike looks within.

SPIKE
Don't fancy sticking my head in that.

BUFFY
But if something bites it off, that
will be a clue.

Spike looks back at her. Right. He leans in, investigating the gaping hole as they speak.

BUFFY (cont'd)
So, what happened to you?

Spike's P.O.V.: beneath the ruble, there lies a large, dark HOLE, sporadically illuminated by the flashlight. No telling how deep it goes.

SPIKE
You saw yourself. Those ghostly
types down in the school basement got
in my head. Made me flat-out, bug-
shagging crazy. And I'm not exactly
bragging about it, but they were
... stronger than I was. Made me see
things. Do things.

And Spike suddenly stops, turns back to Buffy, genuinely curious:

SPIKE (cont'd)
And how come you didn't tell anyone
you saw me?

BUFFY
Dunno. I guess ... I was partly
hoping you were some kind of mirage.

SPIKE
Sorry to disappoint.

BUFFY
Not your fault.

SPIKE
Hold the lantern closer, would you?

But she does not move.

SPIKE (cont'd)
Buffy?

BUFFY
Spike, I can't. I can't do this. I
can't ... I don't know what this is.
I don't know what you want.

SPIKE
(sighs)
At the moment, I want a little more
visibility. Fair?

He reaches out for the flashlight. Buffy hands it to him, and in that moment their hands TOUCH. And the second that happens, we FLASH TO:

FLASHBACK (STOCK) Season Six, Episode Eighteen - in the bathroom, quick-cuts of Spike as he attempts to RAPE BUFFY.

As quickly as it started, we FLASH BACK TO:

Buffy STARING at Spike, still holding her flashlight. Spike looks back to her. Knows something's wrong. Long pause. Neither moves nor speaks awhile.

BUFFY
This isn't ... our working together's
not going to get us back together.
If that's what you want.

SPIKE
It's not. Look. I can't blame you
for being all skittish.

BUFFY
"Skittish?" That's not a word I'd
use for it. You tried to rape me.
(small)
I don't have the words.

Spike addresses Buffy directly.

SPIKE
Neither do I. I can't say "sorry"
and I can't use "forgive me." All I
can tell you, Buffy, is I've changed.

BUFFY
I believe you.

SPIKE
Well, that's something.

BUFFY
I just don't know what you've changed
into. You come back to town, you
make with the big surprises -
twice - and I don't know what your
game is, Spike, but I know - there's
something you're not telling me.

SPIKE
You're right.

That stops her.

SPIKE (cont'd)
There is. But we're not best friends
anymore, so too bad for me - I'm not
sharing.

He steps away from the site, standing, wiping his hands on his pant legs.

SPIKE (cont'd)
We've been through things. The end
of the world and back. I can be
useful, because honestly? I've got
nothing better to do. Make use of me
if you want.
(beat)
And there's nothing here. Bit of
slime, mounds of displaced dirt and
such. Whatever our beastie is -
he's gone.

Spike walks past Buffy She stands immobile, her face sad and unsure what to do with Spike ...

INT. APARTMENT ENTRANCE - NIGHT

Nancy opens the front door to her apartment complex, leading Xander into the main hallway. They are in mid-conversation.

(PRODUCTION NOTE: This is the main apartment entrance, a small hallway with apartment doors on each side, and a stairway at the end of this hall).

NANCY
... still kinda hard to believe this
is happening, even with this town's
reputation for, you know, unexplained
weirdness.

XANDER
Right, "Sunnydale: come for the food,
stay for the dismemberment."

NANCY
There's good food?

Xander smiles. They hesitate. A little spark-age growing between them ...

NANCY (cont'd)
Well ... thanks.
(beat)
And that's a couple levels of
lameness right there, isn't it? Me
saying "thanks," after all you've
done tonight ...

XANDER
Well you could slip me a twenty, but
then I'd have to act all offended.

NANCY
Got it. So, you think I might,
instead, give you a call sometime?

XANDER
Just to check in.

NANCY
No, I'm actually hitting on you.

XANDER
Even better. I'm very listed.

NANCY
And I'm very pushy, so that works
out, then.

They have that awkward shuffle people have when they're not ready to hug yet, then Nancy turns to go.

NANCY (cont'd)
Night.

He watches her take a step - then stop - just as a RUMBLING sound grows, becoming louder...

XANDER
Uh, Nancy ...?

The hallway lights FLICKER.

XANDER (cont'd)
I just got a swell idea.

And just then, the glass in the door behind Xander SHATTERS as the rumbling grows deafeningly loud. The wood of the doorframe SPLINTERS and the floor beneath them buckles - furrowing in a deadly straight line heading their way.

Something is plowing through the ground - chasing them.

XANDER (cont'd)
Run.

Xander grabs hold of Nancy and together they RUN the length of the floor, heading for the stairs. The tiled floor buckles as something big BURROWS its way toward them, a subterranean ROAR growing as it comes.

They run fast - it burrows faster. Tiles buckle and crack as the wave rushes toward them.

Xander gets to the STAIRS and pushes Nancy up the first few steps, following right behind her. The burrowing creature BURSTS UP through the hallway floor - and we get our first good look at it.

It's a giant, eyeless, overgrown WORM CREATURE (all mouth, teeth, and very little else) with multiple rows of razor sharp teeth. It rears up out of the ground, and lunges, getting close to Nancy.

She SCREAMS.

But the creature cannot follow up the steps or rise up any further out of the ground - with a bone-rattling roar of fury and desperation, it disappears back into the floor.

And slowly, silence returns. Xander and Nancy, both breathless and freaked out, check each other.

XANDER (cont'd)
You okay?

Nancy cries, unable to handle this.

XANDER (cont'd)
Dumb question. Are you injured? You
hurt?

NANCY
I ... no, I don't think so. It's
just, I don't think I can take any
more of this ...

XANDER
(nods)
Two attacks in one night - I'm
thinking it's more than just
coincidence.

NANCY
Sure. Why not? Monster, trying to
kill me ... that was really the only
thing missing to make my life perfect.
(beat, sighing)
Ronnie'd love this, boy ...

XANDER
Right. Who's Ronnie?

NANCY
Oh, only a psycho ex-boyfriend I
spent the last few weeks getting rid
of. Phtt, I almost prefer the
monster. He was ... trouble.

XANDER
Uh-huh. And, just curious here, was
this Ronnie guy a "borrow money" kind
of trouble, or more of a "raising
demon" trouble kind of guy?

They both look out to the shattered hallway floor.

NANCY
Ronnie? He couldn't - I mean, he was
just... He was an abusive bastard, is
the catchy headline. And he'd just
show up, even after...
(beat, numbed)
You know the feeling when your ex is
constantly ruining every part of your
life and it just doesn't stop?

XANDER
Yes.

NANCY
And you yet so tired of being
helpless, all you can do is just ...
wish it could all stop?

XANDER
"Wish?"

Xander closes his eyes and sighs ...

NANCY
But then I realized, it's my life,
not his, why'd I ever let him ...

XANDER
Nancy - I'm sorry - can we go back a
second? When you wished, was that
like wishing on a star, or did you
actually wish to a friend that
something bad would happen?

Off Nancy's confused look, we cut to:

INT. BRONZE - NIGHT

ANYA, sitting in the bronze, sipping on a straw and listening with great interest as a YOUNG WOMAN talks non-stop ...

YOUNG WOMAN
... and it's not the fact he cheated
on me, it's the way he cheated, you
know? I mean, we could have talked,
I could have handled it ...

ANYA
Uh-huh. Uh-huh. I get it. Go
on ...

YOUNG WOMAN
You know what he is? He's spineless.
That's it. He's like this spineless
little pig.
(beat)
You know what I wish?

ANYA
God, do I want to.

She sips greedily on her straw, awaiting the answer ...

Looks like the Vengeance Demon is back in business.

END OF ACT TWO

Act Three

INT. BRONZE - CONTINUING

Where we left off: close on Anya as she drinks her drink and nods her head, listening to the young woman - just as the Young Woman gets jostled by a PASSERBY, distracting her:

ANYA
... You were saying.

YOUNG WOMAN
I want more quesadillas?

ANYA
Before that.

YOUNG WOMAN
A margarita?

ANYA
After that.

YOUNG WOMAN
Oh. Yeah! God, my boyfriend's
spineless. He should just, you know,
just be spineless. For real.

ANYA
No spine. Got it. I can do that.

YOUNG WOMAN
(huh)
What do you mean?

ANYA
Well, honey, what I'm driving us
towards here is, sometimes, don't you
just wish that ...

The Young Woman looks confused as Anya interrupts herself seeing she is now surrounded by Xander, Buffy, Spike and Nancy.

ANYA (cont'd)
Oh, penis.

XANDER
(to Nancy)
This the one you talked to?

ANYA
(to Young Woman)
Tell you what: let's put a pin in it,
go get yourself a beverage and we'll
pick it up in a few. 'Kay?

Confused, the Young Woman walks away, leaving the annoyed Anya to be surrounded by her former friends.

ANYA (cont'd)
You guys - I'm working here.

BUFFY
We noticed.

SPIKE
It's why we're here.

XANDER
Yeah, did you turn this nice lady's
ex into a giant worm monster?

Long pause.

ANYA
Yes.

NANCY
No way - are you saying that ... that
thing was Ronnie?

ANYA
Hey, you wish it, I dish it. I
thought we were clear on this.
Didn't think you were gonna turn
all narc on me.

BUFFY
You wished your ex was a worm.

NANCY
We were just talking.

XANDER
Anya has a way of making things
happen.

ANYA
I had a quota, the guy had it coming,
what's the big?

NANCY
I think I'm gonna be sick.

BUFFY
Anya, that thing you created burst
through solid pavement and ate her
dog.

ANYA
Aww. Puppy ...

XANDER
Wait. That gets your sad noise?
People's lives are in danger and you
give it up for the shih-tzu?

ANYA
You never understood me, Xander.

NANCY
Xander, who is this woman?

XANDER
Anya? She's ... Anya.
(small)
My ex.

NANCY
Oh.

ANYA
Hey, nobody's bragging here.

Spike grabs Anya's wrist, roughly.

ANYA (cont'd)
Ow! Hands off the merchandise - you
don't get to go there again, Spike.

SPIKE
Please - I've already forgotten our
little together time.

NANCY
I thought you were Xander's ex-
girl friend.

ANYA
I am.

NANCY
But you and Spike ...?

ANYA
We had a thing.

SPIKE
Didn't last.

NANCY
(to Spike)
But weren't you Buffy's ...

SPIKE
Briefly.

BUFFY
Never serious.

NANCY
Are there any of you who haven't
slept with each other?

Spike and Xander barely glance at one another.

ANYA
Well at least we're all bipeds, which
is more than you can say for Ronnie
the worm boy.

BUFFY
Can we all just focus a minute?
Anya. This Ronnie? He's not a worm.
Worms are like, this big. They're
fish bait. That thing ...

SPIKE
Was a Sluggoth Demon.
(to Anya)
Am I right?

ANYA
Maybe.

NANCY
But - I never wished for that. I
don't even know what a ...
whatchamacallit demon is.

SPIKE
Sluggoth Demon. Very large, very
nasty, natural predators who died out
around the Crusades.

ANYA
Same phylum, it's not cheating. I
just embellished.

XANDER
Well you can unembellished now.

ANYA
Bite me, Harris. I have rules to
work with. Vengeance Demon codes of
conduct you'll never understand
'cause you're still all so ... human.

Spike gets deadly calm.

SPIKE
I'm not. Demon like yourself, Anya
. Now you turn this spell around like
a good little Vengeance Demon, or I
... what?

As Spike speaks, Anya's jaw nearly drops. She looks at him like he's some object of fascination.

ANYA
Oh my God ...

SPIKE
What are you staring at?

But Anya can't stop staring at Spike.

ANYA
Oh my God ...

SPIKE
Right - let's go.

Spike rises, but Anya holds his arm.

ANYA
How did you do it ... ?

BUFFY
Spike. What's she talking about?

ANYA
I can see you ...

SPIKE
Nothing. Let's go. Got some worm
hunting to do ...

ANYA
How did you do it?

SPIKE
Shut up.

ANYA
It shouldn't be possible ...

SPIKE
Shut your mouth, you.

ANYA
How did you get ...

SPIKE
I said you shut UP!

And Spike, unable to free himself from Anya, hauls off and PUNCHES her in the face. Anya goes down hard, up-ending the table, crashing on the floor.

Spike wastes no time taking full advantage - he leaps upon the prone Anya and shockingly RAINS BLOWS down upon her. Really wailing.

Anya BACKHANDS Spike off her and rises to her feet - in full DEMON FACE. Breathing heavily, pissed off.

Spike crashes into the pool table, gets his bearings, grins.

And (unseen by the others) Nancy freaks - physically recoiling from the violence, she turns and splits, bumping into some Bronzers on her way out, not stopping ...

SPIKE (cont'd)
(to Anya)
Right, bitch. Round and round we ...

But before Spike can lunge at Anya, Buffy grabs Spike by the collar and yanks him back, hard. He whips his head round to face her directly - and we see he's now in full VAMP FACE.

BUFFY
You haven't changed, Spike.

He shoves her. She punches him. He punches her back. And Buffy goes nuts. She launches a left-right-hook combination and punctuates it with a roundhouse kick to the head. As she does so, Spike SPEAKS, almost smiling:

SPIKE
Ooh, working out some issues, are we?
Guess this'd be first contact since
you-know-when ... up for another
round in the balcony, then?

Enough. Buffy hits Spike hard enough to send him down hard. Spike gets to his feet, all piss and swagger, facing Buffy and wiping the blood from his mouth.

SPIKE (cont'd)
Right you are, Love. I haven't
changed, Not a lick.

He saunters forward, daring Buffy to hit him.

SPIKE (cont'd)
Not a slap, not a tickle, not one
juicy bit. I'm the same, baby, head
to toe, the man you loved and hated,
slept with and moaned over. And
watching your face trying to figure
me out was absolutely delicious.

He's gotten close enough. Buffy backhands him with a closed fist, whipping his head sideways. And he comes right back.

SPIKE (cont'd)
Love the taste.

Angle on Xander, who's scanning the Bronze ...

XANDER
Buffy ...

BUFFY
Not now, Xander.

XANDER
Nancy.

Buffy stops.

XANDER (cont'd)
She's gone. And out there alone,
she's worm bait.

BUFFY
(realizing)
I'll go find her. You work on
Anya - get her to reverse that spell.

Buffy exits. Spike follows after.

SPIKE
Is that it?!? A little touchy-feely
and then you're off to the batpoles?

Anya, back in human face, watches Spike, appalled. Xander stands beside her. Spike saunters past, styling ...

SPIKE (cont'd)
Well what the hell? I want to play,
too ...

He grabs a drink off a nearby table without looking, downs it, grins at Anya - and rushes out, following Buffy.

SPIKE (cont'd)
Beautiful night.

He goes. Xander watches him go, turns back to Anya.

XANDER
Anya, we ...

ANYA
... Have nothing to talk about.

EXT. MAIN STREET SUNNYDALE - NIGHT

We see Nancy, walking quickly down a Sunnydale street alone, obviously upset.

NANCY
Freaks. Why do I always surround
myself with ...

But she trails off, hearing a slowly growing RUMBLING sound, coming from behind her. Nancy slows, stops - turns.

NANCY (cont'd)
Oh, God ...

We see what she sees: far down the street, some tarmac erupts, and a line burrows itself in her direction, coming this way and gaining speed.

NANCY (cont'd)
Oh, God ...

Nancy turns and RUNS. She crosses the empty night street, making her way to a STORE.

Its door closed, she makes it to the door, grabs the handle and TUGS with all her might. Locked.

The burrowing line is coming right toward her. And a subterranean ROAR can be heard as well, growing ...

Nancy bolts from the door, running to the other side of the street, searching for another way out. She gets to another store's door - and the burrowing line CHANGES DIRECTION, following her.

She tries the second door, locked.

NANCY (cont'd)
Help! Somebody HELP ME!

She spots a FIRE ESCAPE LADDER. Bolts for it. The street buckles behind her, hot on her heels. Nancy makes it to the fire escape ladder and begins to climb.

The burrowing creature below her disappears beneath the pavement. Nancy, holding onto the ladder's rungs, closes her eyes and breathes a sigh of relief ...

When - BOOM! - the entire building SHUDDERS under some terrible impact. Nancy looks down to see the store is being RAMMED from below - and the ladder's rivets screwing it into the side of the building begin to shake loose ...

NANCY (cont'd)
HELP ME!

EXT. ROOFTOPS - NIGHT

Buffy runs along the rooftops at night, trailing the straight line of destruction in the street below her. We follow along with her as she runs from rooftop to rooftop.

She passes out of frame, eyes filled with purpose.

And Spike (no longer in Vamp-Face) enters behind her, unseen by BUFFY, following, having fun, playing like a black cat in the night ...

XANDER (O.S.)
You know this has to stop.

INT BRONZE - NIGHT

We pick up Xander and Anya, the two of them having found a more or less secluded section of the Bronze to talk.

ANYA
Don't think you can tell me what to
do, Xander. You're not a part of my
life anymore, remember?

XANDER
Acutely.

ANYA
So why are you here? Let me cast my
Vengeance. Do I come to where you
work and slap the ... wrench thing
out of your hands?

XANDER
I'm trying to save your life.

ANYA
How's that work?

XANDER
Think about the career choice you're
making here, Anya. You're getting
people killed.

This clearly affects Anya, but she steels herself:

ANYA
Not my problem.

XANDER
Well it's gonna be. Forget right and
wrong - what you're doing is demonic.

ANYA
Uh, yeah. We're not called Vengeance
People ...

XANDER
And Buffy's the Slayer. You're a
Demon. You kill people - how long
you think it's gonna be before
she has to do her job?

ANYA
Buffy wouldn't slay ... me.

XANDER
Not if you stop now.

Beat. Xander lets Anya sit with it.

ANYA
What do you want me to do?

XANDER
Reverse the spell.

ANYA
It's not that easy, Xander!

XANDER
You can do it.

ANYA
Sure, the spell part. But what about
afterwards? What about me? I'm in
enough trouble as it is. Halfrek's
all over my case, D'Hoffryn is not
pleased with my work and you don't
want to see him unhappy, trust me ...

XANDER
Nice friends you got.

ANYA
Nice friends I had. Chums, co-
workers, bridesmaids ... oh I had the
whole package until something fell
apart, now what could that be, Xander?

XANDER
You saying this is my fault?

ANYA
All I'm saying is, none of this
happened until you dumped me at the
altar.

XANDER
And sooner or later, Anya, that
excuse just stops working.

He's right and she knows it. It doesn't make her comfortable. And on her face we cut to:

EXT. STREETS - NIGHT

Nancy clings to the ladder as best she can as the building continues to shudder. One last BOOM! sends the entire side of the building rocking and Nancy loses her grip.

Screaming, Nancy FALLS.

The pavement below her BURSTS OPEN and we get a FULL VIEW of the Sluggoth Demon as it RIPS out from beneath the pavement.

Its giant hole of a mouth opens, revealing its multiple rows of teeth. Nancy screams - just as BUFFY appears, swinging on a telephone line, spewing sparks out of its ripped-off end.

Buffy CATCHES Nancy, Errol Flynn-style.

Together, the two of them swing back up, out of harm's way, when Buffy lets the sputtering cable go before they ground themselves ...

They land hard, Buffy absorbing most of the impact.

Before Nancy can fully recover, Buffy springs to her feet, turns, and rushes.

Buffy rushes the demon, which BURSTS AGAIN from out of the pavement. It SNAPS at Buffy. She leaps back, its massive jaws just missing her.

The monster pulls under the ground, lightning fast, then BURSTS UP and SNAPS again.

Again, Buffy's a split-second too fast for it. She prepares to lunge again when SPIKE appears beside her, looking all rough and tumble, breaking off a piece of storefront grating.

SPIKE
You've had you're turn, luv.

Spike HITS the Demon with the pipe, using it as a bat.

SPIKE (cont'd)
Leave the real violence to the demons, yeah?

Spike rears back with the piece of pipe like a makeshift spear ...

SPIKE (cont'd)
That's right! Big bad's back, and
looking for a little DEATH-

Buffy and Nancy watch as Spike RAMS the pipe forward, into the Demon's body ...

Just as the Demon TRANSFORMS - back into the form of a human being. A man. RONNIE. Mid-twenties. Filthy, naked, and confused.

And Spike, unable to stop his momentum, STABS the helpless man STRAIGHT THROUGH his upper chest (through the SHOULDER area, not through the heart - painful not mortal).

Ronnie screams.

Spike recoils in horrible chip-induced AGONY.

And on Spike's horrified, screaming, pain-wracked face in that instant, we blackout.

END OF ACT THREE
Act Four

EXT. STREETS - CONTINUING

Where we left off. Spike's looking horrified - standing face to face with the naked man (Ronnie) he's just stabbed through. Neither moves nor speaks a moment. Impossible to tell who's more shocked. Spike speaks, barely a whisper:

SPIKE
I'm sorry.

And the quiet is ripped apart as Spike, a dumb child-like look on his face, PULLS the pipe out of Ronnie's shoulder.

RONNIE
AaaAAH!

Ronnie collapses in agony to the street. Spike doesn't move, he just looks down, bloody pipe in hand.

SPIKE
Right. Wrong. Wrong maneuver, not
hardly helpful. Christ, please help
me.

He turns to Buffy, screams insanely loud:

SPIKE (cont'd)
HELP ME!

Buffy pushes past Spike, pulling off her coat and pressing on her cell phone simultaneously

BUFFY
You're not the one who needs it.
He's going into shock ...

Buffy drapes her coat over Ronnie's now-shuddering figure, dials 911.

BUFFY (cont'd)
(into phone)
I need an ambulance. Someone's been
stabbed. Corner of Third and
Fairview.
(to Ronnie)
Help is coming. Try not to move.

She looks up to Spike. He's a mess. Near tears, pressing his fist to his mouth, taking small steps back and forth but going nowhere, mumbling ...

SPIKE
Too much pain and damage, up close,
right inside me. All the way, deep, deep
inside me ...

BUFFY
Spike! Whatever you're doing ...

SPIKE
Get AWAY!

He steps back from Buffy, bats away at the night air with his hands, as if repelling something invisible.

BUFFY
Do it somewhere else. I'm through
with this.

SPIKE
Oh, Lucky Girl. Call it quits, now
there's an option. If only it were
so easy, if only, if only and ...
(to no one)
... What the hell are you screaming
about? I can hear you, no need to
SHOUT!!!

This last syllable, the word "shout," extends itself into a high-pitched expression of pain and anguish, nearly bringing Spike to his knees.

BUFFY watches, confused and unsure, still tending the victim.

And suddenly, Spike is back on his feet, laughing.

SPIKE (cont'd)
I get it, joke's on me, lotsa larfs.
Bring the wife and kiddies, come and
see the show, 'cause it's gonna be a
circus.

He struts madly, swinging the bloody pipe like he's Gene Kelly with an umbrella ...

SPIKE (cont'd)
With fire eaters, hoops and garters,
elephants and BLOOD.
(sad, coherent:)
Gallons. Oceans. Thundering
rainstorms of blood and death, waste
and filth, it will, I promise, never
ever stop and I'll be awake and
alive, eyes wide bloody open feeling
every pinprick. This?

He leans in to Buffy, nearly whispering, pointing to Ronnie.

SPIKE (cont'd)
Just the beginning, love. A warm up
act. The headliner's really coming
and when that band hits the stage,
all this ... ALL THIS ... will come
tumbling in death and screaming and
horror and bloodshed.

He points, knowingly.

SPIKE (cont'd)
From beneath you it devours.

Buffy stops tending to Ronnie and stares, shocked.

SPIKE (cont'd)
From ... beneath ...

And again, the tears well up in his eyes. He stops, staring at Buffy. She looks back at him with something like sympathy.

SPIKE (cont'd)
Poor Rocky.

Then, crying, he turns on his heels and takes off into the night, building up to a RUN. Buffy, stunned, watches him go. Behind her, Anya and Xander come running up, survey the scene before them.

Nancy stands off to the side, by a storefront, watching ...

XANDER
Buffy.

NANCY
You.
(to Anya)
You did this.
(beat)
What are you?

Confused and disgusted, Nancy backs away from the scene. Xander instantly moves to Buffy's side, helping and commenting:

XANDER
She's not calling me.

Anya looks at the nearly-dying man on the ground. The sound of an AMBULANCE SIREN comes closer.

BUFFY
Stay with him. Make sure he gets
help.

XANDER
Where are you going?

Without answering, Buffy turns and leaves, following Spike's direction. Xander and Anya tend to Ronnie.

XANDER (cont'd)
(to Anya)
You do know you did the right thing
here.

ANYA
(re: Ronnie)
Tell him that.

XANDER
You reversed the spell. Took some
guts. And I know this is bad - but
it could be worse.

Anya looks up to the sky as if looking for something to appear.

ANYA
Oh. It will be.

Xander looks to her, but she offers no explanation as the sound of the ambulance siren grows louder ...

EXT. CEMETERY - NIGHT

A CEMETERY. It's dark, long shadows cast from headstones. Buffy comes running into the cemetery, stops.

She looks around, searching.

But the place is empty. Buffy turns to go, then stops. She looks back to the sole source of light casting these long headstone shadows ...

Buffy's P.O.V.: We see, at the far end of the graveyard, a solitary CHURCH. A single light comes from within.

Buffy stares at it a moment, some kind of peace coming over her. Then she walks toward the church ...

INT. CHURCH - NIGHT

Twin heavy doors swing slowly open and Buffy enters the church. She hears the sound of sobbing.

She walks in, cautiously, drawing a stake.

Buffy's P.O.V.: We see a figure, its back to us, sitting in one of the pews, rocking gently back and forth.

Buffy approaches. It is Spike, sitting alone, looking as lost and frightened as he can. He speaks softly and sanely.

SPIKE
I figured it out. Took awhile, yeah,
but ... I think the real problem
is ...

He looks to Buffy, eyes wide, vulnerable,

SPIKE (cont'd)
I was once this really nice guy.

Buffy remains cautious, keeping her distance.

BUFFY
So that's the problem.

SPIKE
I think.

BUFFY
Got news, Spike. You're not that
nice.

Spike laughs, quietly, enjoying the irony of a good joke.

SPIKE
Yeah. I've been ... well come on,
Let's face it, been a one-man
slaughterhouse, last hundred years.
Raping. Murdering. And for what?
(heat)
Kicks.

He stands in the pew, bows his head in reverence.

SPIKE (cont'd)
William the Bloody awful poet,
skipping down the lane ... good boy,
bad boy, all the sodding same.
You like it? Wrote that one myself.

He rolls his head around slowly, up to the ceiling, staring.

SPIKE (cont'd)
Is it hot enough in here to burn all
your mortal sins away?

And suddenly, vampire-fast, he stands straight up.

SPIKE (cont'd)
Or am I just crazy?

He laughs, steps from the pew, into the aisle.

SPIKE (cont'd)
Stuffy. Stuffed. Full, packed,
sorry mate, no room, out you go,
we're packed to the bloody brim,
standing room only and no room for
that. We. Are. Full.

Buffy steps back, giving him a wide berth. Spike lurches forward, up the church aisle, zig-zagging left and right, but always moving forward.

SPIKE (cont'd)
Full of sin. Full of guilt. Full of
hate and love and loss and feeling.
Full of it, quite frankly and it's
been so long.
(laughs)
Since we felt anything here. Rusty
switchboard, sparked to life, bound
to be more'n a few sharp shocks.

Buffy slowly following behind, never losing grip on that stake, and watching ...

SPIKE (cont'd)
Right? RIGHT?!? Shh. Quiet.
Church. His house. Place of clasped
hands, reverent hymns, and massive
raw amounts of BEGGING. On your
knees, boy. Beg him. BEG HIM ...

And we see where Spike is heading: at the head of the altar, there stands a large, carved-stone CRUCIFIX.

SPIKE (cont'd)
... for forgiveness.

BUFFY
Spike ...

SPIKE
Buffy. I can't sleep. Can't think.
There's voices and darkness and
blindness and pain and help me, I
I...

He keeps walking, slowly, up the aisle. Gets to the altar's steps and keeps going ... straight to the cross.

BUFFY
You have a soul.

Spike stops at the cross. Responds without looking back.

SPIKE
I do indeed.

He wearily lets his head rest upon the stone crucifix. And STEAM rises from where his flesh makes contact. He grimaces, but does not scream.

SPIKE (cont'd)
And it's killing me.

He reaches out and HUGS the crucifix with both arms. Steam rises from his palms.

SPIKE (cont'd)
God ...

He releases the cross, slowly pulling back and turning to Buffy

SPIKE (cont'd)
God hates me. You hate me. I hate
myself more than ever.

Buffy wants to step forward but does not.

BUFFY
But why'd you do it ...?

SPIKE
You know why. I got my soul back ...

He keeps turning, now facing Buffy, barely able to stand on his feet, wobbling a bit - and holding his arms out wide.

SPIKE (cont'd)
... So I could be the kind of ...
(laughs)
... Person ... you could care for,
the man you would come to ... the man
you could love.

Spike GRINS through bloody teeth. The burn marks stand out fresh upon his forehead and palms. He looks like death, and any second he's going to collapse.

And still, it's like something terribly sad is actually, deep down funny - and only he gets the joke.

He walks toward Buffy. Staggering gently. Eyeing the stake she still holds in her hand. He's drawn to it - and to her.

SPIKE (cont'd)
I was the enemy, then I was nothing,
and now I'm God's garbage, not even
a joke, less than, less than, less
than all His creatures combined so
tell me, dear Buffy ...

Buffy lets him approach, unmoving, but not letting go of that stake, either.

He barely makes it to her - and SLAMS straight down, to his KNEES. And opens his arms wide.

SPIKE (cont'd)
How ya like me now?

Buffy's mind goes a long way trying to come up with the answer, but her mouth cannot speak and we:

BLACK OUT.

END OF SHOW