Season 3 | Episode 47 | The Zeppo

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Episode Summary

Combining their unique talents and efforts, Giles, Willow, Faith, and Buffy defeat a group of hideous, female demons. Xander, however, can only pick himself up from the ground and commend his partners on a job well done.

The others agree that Xander should not be risking his life by constantly involving himself in the battles. Of course, Xander just doesn’t want to be left out of the fun. Outside of school the next morning, Xander accidentally upsets Jack O’Toole, the local psychopath.

After successfully escaping the wrath of Jack, Xander runs into Cordelia. She delights in pointing out Xander’s insignificance, seeing how all of his friends possess one special quality that makes them fit in.

Xander, on the other hand, has nothing to warrant his involvement in the Slayer circle. Inside the library, Giles unloads some bad news on Buffy. Apparently, the demons they fought the previous night belong to an Apocalypse cult called the Sisterhood of Jhe.

They intend to reopen the Hellmouth, and there’s no telling how soon that event will occur. As for Xander, his main problem concerns finding a special “thing” to help him fit in. The only “thing” that Xander can come up with is a car, which he procures from his Uncle Roary.

Unfortunately, this brings little joy to Buffy and Willow, who are preoccupied with the Sisterhood of Jhe’s plan. Xander offers to help — which only leads him to the local bakery to pick up some doughnuts.

Outside the shop, a beautiful woman by the name of Lysette admires Xander’s car. Dumbfounded by his luck, Xander offers to give her a ride. Their impromptu date soon becomes an abyss of boredom for Xander, who learns that Lysette’s one and only interest is cars.

When Angel enters the Bronze, Xander immediately showers him with warm greetings, desperately in need of an escape from his personal hell. Angel doesn’t have time to help Xander, for he’s more intent on finding Buffy and warning her about the upcoming danger.

Buffy and Willow, meanwhile, come up empty-handed in the research department. Unable to find anybody on the Watcher Council willing to listen to him, Giles heads to the cemetery to contact the spirit guides for any help.

Buffy goes to Willy’s bar later, only to find the place trashed and the bartender bleeding on the floor. Willy warns Buffy that the Hellmouth will be opened before sunrise. Upon leaving the Bronze, Xander has another run-in with Jack.

This time, he carelessly crashes his car into another, from which Jack O’Toole emerges. Just before Jack ends Xander’s all-too-short life with a really big knife, a police officer shows up.

Instead of turning Jack in, Xander tells the cop that everything’s fine. Impressed by this surprising turn of events, Jack invites Xander to hang out with him and his friends. Back in his car, Xander drives Jack and Lysette to the cemetery where they’re supposed to meet up with Jack’s friends.

Unbeknownst to Xander and Lysette, Jack’s friends have a slight case of death. Lysette screams and runs for her life after Jack uses a ritual to raise one of his friends, Bob, from his grave.

While Jack raises two more guys, Xander spots Giles, who was unable to get any answers from the spirit guides. Xander offers his help again, but Giles advises him to stay out of it. Xander’s new “friends” appoint him as their designated driver, then have him drive them to the hardware store.

While they break in and loot the place, Xander sees Willow emerging from a magic shop with a bag full of ingredients. Once again, he asks if the gang needs any help, but Willow doesn’t tell him what he wants to hear.

After she leaves, Jack and his friends decide to initiate Xander into their group. However, the sole requirement for initiation is Xander’s death. Xander argues that Jack isn’t dead, who then proves him wrong by revealing the bullet holes in his abdomen.

Fed up with this party, Xander makes a run for it, eluding the zombies quickly enough to get back in his car and speed away. After a short drive, Xander sees Faith battling another Sisterhood of Jhe member.

Flooring the gas pedal, Xander rams his car into the demon, then takes off with Faith. They take refuge in her motel room, where Xander discovers that his night isn’t over by a long shot.

The victory-less battle has left Faith all worked up, and the only thing that can relax her is a physical encounter of a completely different kind. After shedding their clothes, Faith does the deed with Xander in bed… then kicks him out of the place as soon as they finish.

Xander notices that the bags left in the back seat of his car contain ingredients for a bomb. He speeds back to the hardware store to Jack and the zombie gang, but they’re are long gone. Unsure of what to do next, he seeks out Buffy for help.

Xander finds her at the mansion with Angel. Their heated discussion forces Xander to leave them alone and take care of matters by himself.

Meanwhile, Willow relocates werewolf Oz, who broke out of his cage earlier and had to be tranquilized, to a safer part of the school. She then returns to the library to help Giles prepare a binding spell which might take care of the Hellmouth demon.

Neither of them are aware of the four zombies in the boiler room beneath them. Jack’s gang puts the finishing touches on the bomb and leaves. Xander sees them walking down the street.

Needing answers fast, he pulls up between them and grabs one of the zombies before hitting the gas. He learns that the bomb is in the boiler room of Sunnydale High.

Before Xander can get the info he needs to disarm the bomb, the zombie’s head connects with a mailbox and instantaneously departs from its body.

Xander reaches the school and runs inside, completely unaware that the rest of his friends are in a life-and-death battle with the Hellmouth demon in the library… again. The zombies pursue Xander, who succeeds in taking them out one by one.

In the boiler room, Xander encounters a knife-wielding Jack, while the bomb timer reads two minutes and counting. Xander dares Jack to let the bomb explode and permanently end his days as one of the walking dead.

Jack’s not ready to give up his lifestyle just yet, so he disarms the bomb. After Xander leaves the boiler room, Jack has a fatal encounter with werewolf Oz.

The next morning, Buffy, Willow, and Giles look back on their epic battle, while Oz tries to figure out why he’s so full. Cordelia makes her usual fun of Xander, but he now has a better outlook on his role in the grand scheme of things.

Shooting Scripts

Teaser

INT. CAVE OFF SEWER TUNNELS – NIGHT
Smoke . That’s all we see at first. Then a shape moves quickly through it. Hard to say what it is, but
it’s not nice.
CLOSE ON: BUFFY
She waits. Eyes front, focused, listening intently.
ANGLE: THE CREATURE
As it stops, turning. It is a demon, obviously female. Gnarled and hideous. It cranes its neck about,
birdlike. Seeking prey.
CLOSE ON: FAITH
Also waiting.

FAITH
(under her breath)
Come on…

The Demon whips its head in the direction of her voice – And Buffy TACKLES it, slams it into the wall

  • it SCREECHES and claws at her, Giles joins her and grabs its arm, the two try to pin it –

BUFFY
Now!

It slams Giles against the wall and he lets go, winded with pain –

  • but Faith is already there, in position. She hoists a ceremonial sword and PLUNGES it into the
    demon’s heart while Buffy holds it.
    It screams. Shudders. Falls. The three gather about it.
    GILES
    I think that’s the last.

ANGLE: WILLOW
Over in a corner, she mumbles a quick bit of Latin, extinguishing a smoking candle –

WILLOW
(Latin)

Dissipate. Ut venistis, abite.
Obscurate nos non diutius.
(English)

Dissipate. As you have come,
be gone. Cloud us no longer.

— and the fog in the room dissipates almost instantly, revealing the dark and creepy chamber. It is
hewn from rock, a nest right off the tunnels. Old metal drums and debris are piled by the tunnel
access, a rusted pile of junk.

Our four heroes stand amid the bodies of three such demons. Buffy crosses to the fairly wigged
Willow.

BUFFY
Are you okay?
WILLOW

I’m fine. The shaking is a side effect

of the fear.
BUFFY

Well, if it wasn’t for your clouding spell-
WILLOW

It went good! Nothing melted
like last time.
FAITH

These babes were wicked rowdy.
What’s their deal?
GILES

I wish I knew. I heard there was a
nest here, but quite frankly I was
expecting vampires. These are new.

BUFFY
And improved.
GILES

Well, I’m sorry. I should have had
you better prepared, and I should
never have allowed Willow and… and…

He pauses, looks around. Everyone else stops, looks too.
ANGLE: THE PILE OF RUBBISH
As it starts to move and Xander laboriously pulls himself out of it.

XANDER

I’m good. We’re fine over here.
Little bit dirty.
(dusts himself off)
Good show, everyone. Just great. I
think we have a hit.
WILLOW
Are you okay?
XANDER

Tip top. Really. If anyone sees my spine
lying around, just try not to step on it.

BUFFY

Xander, one of these days you’re
gonna get yourself hurt.
FAITH
Or killed.
BUFFY

Or both. You know, with pain and then
the death. You shouldn’t be leaping into
the fray like that. You should be fray-adjacent.

XANDER

Excuse me: who, at the crucial moment,
distracted the lead demon by allowing
her to pummel him about the head?

FAITH

Yeah, that was pretty manly the way
you shrieked and all.
XANDER

I think you’ll find that was more

of a bellow.
BUFFY
(re: demons)

So what do we do about the Heroic
trio here? Should we burn the bodies?

WILLOW
I brought marshmallows!
(off their looks)

Occasionally I am callous and strange.

GILES

I expect we can leave them. I’m
more interested in finding out what
they are, and if we can expect any
more of their kind.
BUFFY

I hope not. These guys are way too fit.
They all start out of the cave, Xander and Giles bringing up the rear.

XANDER
I say bring ’em on.
GILES

Xander, I do think it best if you keep
to the rear of the battle in future. For

your own sake.
XANDER

But gee, Mr. White, if Clark and Lois
get all the big stories I’ll never be a

real reporter.
(off his look)

Jimmy Olsen jokes are pretty much
gonna be lost on you.
GILES
Sorry.
XANDER
It’s okay.

BLACK OUT.

END OF TEASER
Act One

EXT. SCHOOL PALM QUAD – DAY

Xander is alone, hanging out, doing nothing. A couple of guys throw a football back and forth. People
sit, eat, study – typical sunny school tableau.
Xander spies Cordelia nearby. Tries to get in the game with the fellas.

XANDER
Hey! Bobby! Toss me one.
(doesn’t work)
Les, man, I’m open.
(still ignored)
Let’s go Bobby!
Bobby actually looks at him. Tosses him the ball.

XANDER (cont’d)
That’s right, it’s all me –

Xander bobbles, can’t get it – and the ball lands right in the lap – right in the LUNCH – of JACK
O’TOOLE, resident bully. Should have graduated three years ago. Mean, but cool. Carries himself
well.

XANDER (cont’d)
Boy, I’m so sorry, Bobby’s throwing
is – his arm’s like spaghetti, we’re all
just so sad for him, is your lunch okay?

JACK
What are you, retarded?

He speaks with soft menace, the anger coming through his eyes, not his pitch. Did I mention he’s
large?

XANDER

No! I mean I had to do that test when
I was seven, a little slow in some stuff,
mostly math and spatial relations, but
certainly not “challenged” or anything,
can I buy you another soda?

JACK

I ought to cut your face open.

XANDER
(bridles)

Hey! It was an accident, okay?
Cool down.
JACK
(gets in his face)
You wanna be starting something?

XANDER
(completely folding)
What? Starting – like that Michael
Jackson song, that was a lot of fun…
“too high to get over – yeah yeah.”
Remember… that fun song…

JACK

I get my buddies together, we’re gonna
kick you’re ass till it’s a brand new
shape. Now get out of here.

Xander does, grabbing the ball and tossing it back to Bobby and Les as he passes Cordelia.

CORDELIA

Boy, of all the humiliations of yours
I’ve witnessed, that was the latest.

XANDER
I coulda taken him.
CORDELIA

Oh, please. O’Toole would macramé
your face. He’s a psycho. Which is
still cooler than being a wuss…

XANDER

Why is it that I’ve come face to face
with vampires, demons, the most
hideous creatures hell ever spit up,
and I’m still afraid of a little bully
like Jack O’Toole?
CORDELIA

Because unlike all those other creatures
you came face to face with… Jack
actually noticed you were there.

XANDER

Why am I not surprised by how
comforting you’re not?
CORDELIA

It must be hard when all your friends
have, like, superpowers. Slayers and
werewolves and witches and vampires
and you’re like this little nothing.
You must feel like… like Jimmy Olsen.

XANDER
(laughing)
I was just saying to –
(whining)

Hey! Mind your own business.
CORDELIA

Ohh, hit a nerve. The Boy Who Had

No Cool.
XANDER

I happen to be an integral part of the
group and I happen to have a lot to offer.

CORDELIA
Oh, please.
XANDER
I do!
CORDELIA

Integral part of the group. Xander.
You’re the useless part of the group.
You’re the Zeppo.

Xander really wishes he had a comeback.

CORDELIA (cont’d)
Cool. Look it up. It’s something
(indicating Jack)

a subliterate who’s repeated the 12th
grade three times has and you don’t.
Cordelia turns on her heel, saying to herself as he recedes in the distance:

CORDELIA (cont’d)

There was no part of that that wasn’t fun.

We hold on Xander, looking pretty glum.
INT. CAFETERIA – DAY
Xander is not any happier. He sits with Oz, who listens patiently to Xander’s lament.

XANDER

But I mean, what is it? How do you
get it? Who doesn’t have it? And who
decides who doesn’t have it? What is
the essence of cool?
OZ
Not sure.
XANDER

I mean you yourself, Oz, are considered
more or less cool. Why is that?

OZ
Am I?
XANDER

Is it about the talking? You know,
the way you tend to express yourself
in short, noncommittal phrases?

OZ
Could be.
XANDER
No. No. It’s the guitar thing.
You’re in a band, that’s like a
business class ticket to cool with
complimentary mojo after takeoff.
I should play an instrument. Is it
hard to play guitar?
OZ
Not the way I play it.
XANDER

Okay but on the other hand, eighth
grade I’m taking flugelhorn and getting
zero trim, so the instrument thing could
be a mislead. But you need a thing.
One thing nobody else has.
What do I have?
OZ

An exciting new obsession – which I
feel makes you very special.
XANDER

And now the mocking, which I can
handle because I’m right about this,
I’m on the track. Need to find my thing.

OZ

Just kinda feel you’re overthinking it.
You’ve got some identity issues,

it’s not-
INT. LIBRARY – SUNSET (DAY)

GILES
The end of the world.

He looks very serious, at an equally serious Buffy.
BUFFY
Can they do it?
GILES

They seem very committed to it. The
Sisterhood of Jhe is an apocalypse cult,
they exist solely to bring about world
destruction. And we’ve not seen the last
of them. More will follow.
BUFFY

And they’re in Sunnydale for what?

Demon Expo?
GILES

Buffy, this is no laughing matter.

BUFFY
Hence my no laughing.

Oz enters, exchanges nods with the other two as he puts himself in the book cage.

OZ
Hey.
BUFFY
Hey.

Giles looks at his watch –

GILES

Ah yes. Cutting it a bit close.

OZ
You know me.

Oz begins taking off his shirt but the other two are back into their conversation, not paying him any
mind.

BUFFY
(to Giles)

Well, do we know why they’re here?

GILES

I think so. Based on the artifacts I found
with them, and taking into account the
current astral cycle –
BUFFY

Giles, I don’t need to see the math.

GILES

They intend to open the Hellmouth.

Buffy is thrown by that one.

BUFFY

The Hellmouth. The one that opens –

GILES

About twenty feet from where
you’re standing.

Buffy looks at the spot, as does Giles.
ANGLE: IN THE CAGE
Is werewolf Oz. He too stares at the Hellmouth spot, and he lifts his head up and HOWLS piteously.
EXT. FRONT OF SCHOOL – THE NEXT DAY
Buffy walks with Willow.

WILLOW
And if it opens?
BUFFY

Remember that demon that almost
got out the night I died?
WILLOW

Every nightmare I have that doesn’t
revolve around academic failure or
public nudity is about that thing. In
fact, one time I dreamed that it attacked
me while I was late for a test and naked.

BUFFY

It’ll be the first to come out. And it
won’t be the worst by a long shot.
The world will be overrun with demons

unless we stop it.
WILLOW

Do we know when this is supposed

to happen?
BUFFY

Giles is trying to narrow it down. If
you’re up for it, we’re headed into
deep research mode.
WILLOW

I’ll be offended if you haven’t already

counted me in.
BUFFY

Thanks. There’s something about this
one… it scares me. I need my
Willow with me.

She puts her arms around Willow as they walk, sharing a comforting moment.

WILLOW
You don’t have to be afraid.

Someone HONKS behind them and both girls jump, yelping. They turn in ire and stare in shock.
ANGLE: BEHIND THEM

is a gorgeous ’57 CHEVY BEL AIRE, behind the wheel of which sits Xander Harris.

XANDER
You girls need a lift?

The girls move aside as he parks the car right next to them, basking in his assumed coolness.

BUFFY
What is that?

Excitedly, Xander gets out of the car.

XANDER

What do you mean, what is it? It’s

my thing!
WILLOW
Your thing?
XANDER
(slowly, “don’t you get it?”)
My thing…
BUFFY
(cringing slightly)
Is this a penis metaphor?
XANDER

My thing that makes me cool!
You know, that makes me unique.
I’m car guy. Guy with a car.
WILLOW
How could you afford it?
XANDER

Uncle Roary stacking up the DUI’s,
letting me rent this bad boy till
he’s mobile again.
BUFFY
(mind elsewhere)
Well, it’s nice.
XANDER

If you could sound less enthused…

BUFFY
Sorry.
WILLOW
Evil.
XANDER
Big?
BUFFY

Biggest. Maybe more than I can handle.

XANDER

Then we’ll handle it together. You
know I’m here for you. Just tell
me what I can do.

EXT. ESPRESSO PUMP – DAY

XANDER

Two of the glazed, two cinnamon,
couple of those crème-filled, and a
jelly. Let’s round that out to four

jellies.

As the GIRL behind the counter gets his donuts, Cordelia approaches.

CORDELIA

Ooh, some evil going on? It must
be big for them to entrust you with
this daredevil mission.
XANDER

Cordelia, feel free to die of a wasting
disease in the next twenty seconds.

He pays as they continue their ultra-charming banter.
CORDELIA
Again I strike the nerve. I am
a surgeon of mean.
XANDER
I’m busy right now, okay?
CORDELIA
Right, Buffy needs your help.
Can you say ‘expendable’?
He moves to his car, parked right outside. Turns back to Cordy.
XANDER

You think you know everything –

CORDELIA
I think I know you.
XANDER
That’s a laugh.
CORDELIA

Oh, what, you got a shiny car and now
you’re someone new. Like anyone

cares about –
LYSETTE
(to Xander)
Is that your car?

Cordelia stops. Lysette is beautiful. Lysette is talking to Xander. This cannot be right.

XANDER
Why, yes, it is.
LYSETTE

’57 Chevy Bel Aire, 283 C.I.D
solid lifter, fuel injected v8?
XANDER
Uh… very possibly.
LYSETTE
How does she handle?

XANDER

Like a dream about warm sticky things.
You wanna go for a little drive?

LYSETTE
You busy?

Xander fairly beams at Cordelia.

XANDER

Well, I have to drop these off, and then
I’d describe myself as ‘expendable’.
He ushers her into the car. Cordelia is perplexed. And silent.
Xander peels out.
INT. BRONZE – NIGHT.
Xander sits at a table with Lysette, his expression 180 degrees from his last one. He is bored beyond
belief.

LYSETTE

And then, you know, I started seeing
Dave Peck; he had a Thunderbird, engine
completely tricked out, but the upholstery
was like shot, and then I was with his
friend Mike, not the Mike with the
Mercedes, the Mike with the Mustang,
an 82, v6, you know the look…

Angel makes his way through the crowd. Xander calls out to him as to a rescue ship.

XANDER

Angel! Buddy. Friend buddy.
Do you want to stay and talk?

ANGEL
I’m looking for Buffy.
XANDER
Library, last I saw.
ANGEL

Something’s happening. I’ve seen

portents –
XANDER

Apocalypse. They’re on top of it.

ANGEL

I don’t think they know what they’re

dealing with.
XANDER

Well, let’s go! And tell them that.

ANGEL

No, you’d best stay out of harm’s way.

XANDER
But I could help…
But Angel is gone. Xander looks glumly after him.

LYSETTE

You wanna go for another drive?

EXT. BRONZE/INT. XANDER’S CAR – NIGHT
Xander and Lysette get in the car as he grumbles.
XANDER

It’s not like I haven’t helped before.
(starting her up)
I’ve done quality violence for those
people, do they even think of that?
They act like I’m some klutz —

SMASH! The car stops dead as he hits another car.
XANDER (cont’d)
Oh my god. Are you okay?
LYSETTE

That’s gonna trash your hood.

He gets out (as does she) looking to inspect the damage – and the damage to the parked car he hit,
which is considerably worse.

XANDER
All right. Oh god. Stay calm.
Little fender bender, it’s not —

The door of the other car opens. Jack O’Toole steps out. Premeditated murder in his eyes.

XANDER
… the end of the world.

BLACK OUT.

END OF ACT ONE
Act Two

EXT. BRONZE – NIGHT
Jack looks at his car, at Xander. Xander looks stricken.
XANDER

Oh. Gosh. Jack. Hey, are you okay?
I’m really sorry about that. Your
car came out of nowhere.
JACK
I was parked.
XANDER

Exactly. Okay, I can cover the damages.
I don’t have insurance in the strictest
sense of the word, but I have a little
money… The important thing is that
we’re okay, and we can work this out
like two reasonable –
Jack pulls a HUGE Bowie knife out of the back of his pants –
XANDER (cont’d)
— frontiersman…

JACK
Where do you want it?
XANDE
What?
JACK
Where do you want it?
XANDER

I’m fairly certain that I don’t want
it. But thank you!
Lysette has gotten out of the car now and offers the observation:
LYSETTE
Wow, cool knife.
XANDER

Yeah, great knife… although I think
(indicating length)
it may be technically a sword…

JACK
She’s called Katie.
XANDER

You gave it a girl’s name! How
very serial killer of you. Lysette,
I think we should go.

Jack grabs him, holds Katie to his face.

JACK
You scared?
XANDER

Would that make you happy?

JACK

Your woman’s looking on and
you can’t stand up to me? Don’t
you feel pathetic?
XANDER
Mostly I feel Katie.
JACK

You know what the difference between

you and me is?
XANDER

Again, Katie springing to mind.

JACK

Fear. Who has the least fear.
XANDER

And nothing to do with who has the

big sharp —
Jack puts Katie in Xander’s hand and steps back.
JACK
Come on.

Xander doesn’t know what to do.

LYSETTE

I wanna go for a drive. I’m bored.

XANDER

Well I’m sorry my life or death
struggle isn’t exciting enough —

Jack grabs him, knife hand and throat. Xander struggles with him as Jack inches the knife closer to
Xander’s stomach. Xander is strong, but Jack has a light in his eyes that means he’s willing to go the
extra mile, the one that crazy people run.

COP
What’s going on?

Jack breaks away from Xander, taking the knife and hiding it behind his back.

JACK
Nothing. Just rasslin’.
COP

O’Toole. What a surprise.
(to Xander)
He attack you?

Xander considers a moment.

XANDER

No. Just letting off steam. Two
guys rasslin’. But not in a gay way.

He takes off. Jack turns to Xander. Stares at him.
XANDER
What.
JACK
That was all right.

He sticks Katie back in his pants.

JACK (cont’d)

Coulda narked on me, didn’t do it.

Very decent
(sizes him up)
I like you.
XANDER
(a little worried)
Yay?
JACK

Hey, you two wanna have some fun?

LYSETTE
Like, with driving?
JACK
Yeah.
XANDER
What did you have in mind?

JACK

I was on my way to get the boys

together. Gonna cruise around.
We’ll take your wheels.
XANDER
Well, what about your car?

JACK
Ain’t mine.

They pile into Xander’s car, Lysette in the middle, Xander not sure this is fun, but not convinced it
isn’t.

XANDER
Okay, where to?
JACK
Get my buddies!
XANDER

Yeah. Great. Where are your buddies?

EXT. GRAVEYARD – NIGHT
Jack is in the middle of a ceremony, performing it at the foot of a grave. He walks around the grave a
bit, waving a chicken foot at it and intoning in a low voice:
JACK

He calls forth, the spirit of Uurthu,
the restless, no one shall sleep. He shall
arise… hear, me, the blood of the Earth
shall restore him —

He cuts himself on the hand with Katie, lets a little blood fall on the grave.

JACK (cont’d)
… and he shall arise.

Xander looks a little worried. Lysette looks bored. Jack is purely focused on the grave.

JACK (cont’d)
Shall arise.

A hand claws out of the grave. And then a whole body. BOB is a huge bruiser of a guy, took a bullet
to the head about eight months ago. Looks the worse for it. He gets up, looking about him. Looks at
Jack.

BOB
Buddy!
JACK

Bob, you hideous corpse, come here!

They give each other a big manly hug. Lysette, no longer bored, screams and runs away. Xander
turns as she goes:

XANDER
I’ll call you…
BOB
(to Jack)
Man, You raised me!
JACK

I told you my grandpappy could work
that mojo. And Big Bob is back in action.

BOB
Yes!

They headbutt. They are dorks.

BOB (cont’d)

I can’t believe you raised me! That
is so awesome. You are the coolest.

XANDER

Maybe I should leave you two to

catch up —
JACK

Bob, this is Xander. He’s our wheel man.

BOB
Hey,
XANDER
Howdy.
BOB

Dude, where are the other guys?
We gotta go get ’em!
JACK
Absolutely.
XANDER

Are they, um… are all your friends dead?
But the others have started away, Jack saying not entirely without menace:

JACK
Xander. Let’s roll.

Xander follows.

BOB
How long I been down?
JACK

Eight months! Hadda wait for the
stars to align.
BOB

Eight months! Man. I got some
catching up to do.
(turning to Jack)

You been taping Walker Texas Ranger?

JACK
Every ep.
BOB

Thank god. We’ll get the guys together,
we’ll parTAY. This is gonna be a
night to remember.
XANDER
(to himself)
I’m sensing that.

EXT. ANOTHER GRAVEYARD – NIGHT

We see Giles in the middle of a circle of candles, communing with spirits of the undead. It’s a big
deal, as unearthly light, nearly in the form of a human, hovers before and above him. A heated
conversation is going on. In LATIN, with SUBTITLES.
GILES
(Latin)
Noli me renuere,umbra
ducens! Sapientia manium
super me effundatur!
(English)
Do no deny me, spirit guide!
Let the wisdom of those who
have passed be showered upon me!
VOICE FROM EVERYWHERE

(Latin)
Illae res occultae sunt
tempori et locis obscuris!
Nmeo mortalis conscius
doctrinae peritae sit.
Enuntiare illas Chaos super
orbem vivum terrarum ferat!
(English)
These secrets belong to
time and the dark regions!
No mortal shall be privy to
the lost knowledge. To
reveal them would bring
Chaos down upon the living Earth!

GILES
(Latin)
Belua propulsanda est.
Invenire vitium suum nostar
spes sola est!
(English)
The beast must be fought.
Our only hope lies in
finding its weakness!
VOICE FROM EVERYWHERE

(Latin)

Noli petere! Perturba nos non diutius…

(English)

Seek not! Disturb us no longer…

The form dissipates, the candles all blowing out. Giles looks about him in frustration.
Xander approaches, curious.

XANDER
Giles. Hey, what’s going on?

GILES

Trying to gain access to the spirit
guides – not going very well, I’m
afraid. What are you doing here?

XANDER

Oh, we’ve just been raising… some heck.

ANGLE: JACK
is over by the car with Bob and now another dead guy (Dickie). But they are at a distance and look
more or less normal.

JACK
Xander! Let’s go!
XANDER

Listen, if you guys need help —

GILES

Thank you, but the best thing you
can do right now is to keep yourself

out of trouble.
XANDER
Not much chance of that…

JACK
Xander! Motor!
GILES

There’s something different about
this menace. In the air, I can feel it.
The stench of death.
XANDER
I think that’s Bob.
GILES

(hand on Xander’s shoulder)
We may all be called upon to fight
when it happens.
XANDER

When what happens, exactly?

JACK
Come on!
GILES

I’d best go. Hopefully, there will
be time to prepare. All we need is

a few weeks.

INT. WILLY’S BAR – NIGHT.
Buffy is kneeling behind the bar, next to a badly beaten Willy. (NOTE: this entire exchange takes
place behind the bar so that we do not have to build the entire room.) What we can see – Bottles,
cash register, etc., has been smashed up as well.
BUFFY
Tonight?
WILLY

Before sunrise… that’s what they said…

BUFFY
Why did they do this?
WILLY

They were looking… for Angel.

BUFFY
Angel… Why?
WILLY

Said they were coming after you too.
Said nothing could stand in their way
because tonight was —

(twinge of pain)
Ahh!
BUFFY
The ambulance is coming.
WILLY

Kid, my clientele ain’t exactly nuns
and orphans. But I never seen
anything like these demons.

BUFFY
I’m gonna stop them.
WILLY

That Hellmouth opens, they’re gonna
be the least of your problems, is my
train of thought.

He puts his hand on her arm.

WILLY (cont’d)
If I was you, I’d go find Angel, go
somewheres quiet together. I’d be
thinking how I wanna spend my
last night on Earth.

SMASH CUT TO:

INT. XANDER’S CAR – NIGHT

BOB
Let’s get some beers!

The rowdy crowd now includes Jack, Bob, a burnt and wiry DICKIE, and a badly decomposed
PARKER. They all yell assent to Bob’s suggestion. All except Xander, grimly sitting behind the wheel.

PARKER

Dude, lets go pick up some girls;
hang out at Taco Bell and get some
girls to cruise around!
DICKIE
I wanna bake a cake.
BOB

We gotta have beers, though!

PARKER
(to Bob)

Man, I can’t believe you got shot!
Was it the Jackals?
JACK

Are you kidding? We wiped them out
after they threw you off the bridge.

PARKER

Really? You guys are the best. I mean it.

BOB

Liquor store. Little Armenian guy, runs
the place, he had a gun behind the
counter. Hey, we should go kick his ass!

XANDER

If you guys want me to drop you somewhere…

JACK
No. You’re with us now.

Parker is sitting directly behind Xander – he puts his horrible hand on Xander’s Shoulder.

PARKER

Yeah, man, you’re on the team! Yes!

BOB
What are we gonna do?
JACK

I’ve heard a lot of interesting
suggestions, but I’m gonna go
with Dickie’s. Let’s bake a cake.

DICKIE

Yes! Gonna do it! Gonna do it!

The other guys holler assent.
EXT. HARWARE STORE – NIGHT
The car pulls up and everyone piles out. Jack turns to Xander.
JACK

You stay here. And keep the
motor running.
XANDER

This time of night, I’m pretty sure
nothing’s open —
Bob SMASHES the window of the hardware store with a trash can —
XANDER (cont’d)
Oh. But of course they’re open
for crime…
The boys all pile in. Xander looks around him worried.
ANGLE: WILLOW
Is coming out of the magic shop, calling out–
WILLOW

Thank you! Sorry to wake you!

— to the person closing the door and shutting off the lights. She comes hurriedly across the street
and encounters Xander.

XANDER
Will!
WILLOW

Xander! What are you doing here?

XANDER

Nothing! Certainly not crime…
What about you?
WILLOW

I needed supplies for a protection

spell. Buffy called from Angel’s:
It’s happening tonight
XANDER

And the thing that’s happening
would be…?
WILLOW

I can’t stay. Buffy’ll need this stuff.
She starts off, then comes back into frame, gives Xander a big hug.
WILLOW (cont’d)
I love you, Xander.

She says it like a real good friend (just so we’re clear), then takes off at a run.

XANDER

Okay, that’s it, I’m going to —

He turns to go to the car and Jack is right behind him.
JACK
Where you going?
XANDER
Look, something’s come up.

JACK

You wanna bail on me? Is that it?

The boys come out of the store and dump a couple of plastic bags into the back of the car.

DICKIE
We got the cake mix!
PARKER

Where do you wanna bake it?

JACK

Xander’s looking to take off.

The guys come around.

BOB

No way. We need a wheel man.

JACK

Xander doesn’t feel he’s part of the

group.
XANDER
No, I’m just kind of busy…

BOB

Of course he doesn’t feel like part of
the group. He hasn’t been initiated!

DICKIE
Yeah! Yeah!
JACK
Do you think he’s ready?
PARKER

He’s earned his stripes. I say we

take him in.
XANDER
(wimping out)

Great… I wanna be in the gang, sure.

JACK
That’s the spirit.
XANDER
What do I gotta do?

Jack smiles, pulls Katie out of his pants.

JACK
You gotta die.

BLACK OUT

END OF ACT TWO
Act Three
EXT. STREET OUTSIDE OF HARDWARE STORE – NIGHT
Back to Xander, Jack and company.

XANDER

Now guys… let’s really talk about this.

PARKER

You wanna be in the gang, don’t you?

XANDER

Yes, but I’m not dying to be in the
gang… if you get the… the pun

there…
BOB

What, are you too good to be dead?
You got something against dead people?

XANDER

Well, now, what about Jack? Jack

isn’t dead.

Jack smiles at Xander. He pulls his shirt up to reveal five bullet holes in his chest.

JACK

Three weeks ago. Drive by.
XANDER
Oh boy.
JACK

Grandpappy found my body. I wasn’t
gone ten minutes before he raised me.

It’s a rush, man.

They crowd around Xander.

DICKIE

Let’s kill Xander! It’ll be fun!

PARKER

You’ll be a full fledged member.

JACK

Come on, Xander. Take it like a man.

XANDER
All right, enough!

They stop. Xander has a new attitude.

XANDER (cont’d)
You guys had your fun. But I
think you’re forgetting one thing.

A beat. He runs away.

JACK
Get him!

They run after him. He runs around the Espresso Pump, then inside – they follow but he comes back,
hopping off the couch, over the ledge heading for the car. They pursue.
Xander makes it to his car and slides into the front seat. Takes off. Jack and the boys react to the
sound of the car PEELING RUBBER.

BOB

Damn! There goes our wheels.

PARKER
And he got our stuff.
DICKIE
I wanna bake a cake!
JACK

It’s all right. We’ll get more
(looking out where Xander went)
The night is still young.

INT./EXT. XANDER’S CAR – NIGHT
He’s driving like the proverbial bat out of hell.
XANDER

I’d say that’s pretty much enough
excitement for one evening.
He spins the wheel, SCREECHES around a corner into the park…
EXT. PARK – NIGHT
Where FAITH is in the middle of a vicious one-on-one with a DEMON. The demon is POWERFULLY
strong, almost getting the better of her.
INT. XANDER’S CAR – CONTINUOUS (NIGHT)
As Xander spies Faith and the demon in front of him.
EXT. PARK – CONTINUOUS (NIGHT)
The demon rears up to deal Faith another mighty blow – just as XANDER’S CAR SLAMS INTO IT. The
demon goes FLYING, hits the ground hard. It’s STILL ALIVE, but momentarily incapacitated.
Xander throws open his passenger door, yells to Faith.

XANDER
Get in!

Faith scrambles into the car. Xander floors it, leaving the incapacitated demon BELLOWING in his
dust.
INT. FAITH’S MOTEL ROOM – NIGHT
Faith and Xander pile into the room, slam the door. They are both highly agitated, full of beans.
Xander heads for the window, peeks out the curtains.
Faith takes off her jacket, revealing a skimpy tank-top beneath.
XANDER

You think Hell Mama followed us?

FAITH

Naw, we’re cool. The bitch
dislocated my shoulder, though.

Hold me.

He’s not sure how to take that – moves in for an awkward hug. She takes Xander’s hand, puts it on
her upper arm. Places a hand against his chest and WRENCHES her shoulder forward, popping it back
into place with an audible crunch.

FAITH (cont’d)
That’s better.
He is still holding her arm. She still has her hand on his chest.
FAITH (cont’d)

She got me really wound up. A fight
like that and no kill, I’m ready to pop.

XANDER

(the intimacy making him nervous)

Really? Pop?

She slides her hand around his neck.

FAITH
You up for it?
XANDER

Oh, I’m up. I’m suddenly very up.

Her other hand goes out of frame. She smiles.

XANDER (cont’d)
It’s just that I’ve never been, um,
up with people… before…

She kisses him, hard.

FAITH

Relax. And take off your pants.

XANDER

Those two concepts are antithetical.

She pulls off his shirt. She throws him onto the bed, straddles him. She pulls her own shirt off
(Filmed so we see arms and shoulders only.)
FAITH

Don’t worry, I’ll steer you ’round

the curves.

XANDER

Did I mention that I’m having a
very strange night?

She comes down and kisses the shit out of him.
INT. SAME – LATER
We see the inevitable pile of clothes, hear the ebbing of passion as two figures (filmed somewhat
elliptically of course) come apart.

XANDER
My God… Faith…

EXT. FAITH’S MOTEL ROOM – NIGHT
The door opens and Faith (wrapped in sheet) practically shoves Xander onto her landing. He is
holding his shirt and his shoes.

FAITH

That was great. I gotta shower.

She closes the door.
CLOSE ON XANDER
The definition of “spun.” After a moment, he starts for his car.
INT. XANDER’S CAR – NIGHT
Xander climbs in, closes the car door. Just sits for a long beat. Then he looks in the rearview mirror,
stops.
INSERT REAR VIEW MIRROR
Where we see THE BAG OF STUFF that Jack and the boys left behind.

XANDER
Hey…

CLOSE ON
The stuff as Xander rifles through it. It’s full of wiring, an alarm clock, blasting caps, EXPLOSIVES.
BOMB MAKING MATERIALS.
ON XANDER
As he puts two and two together. PUSH IN on him as he says with grim certainty:

XANDER (cont’d)
They’re not baking any cake.

EXT. HARDWARE STORE – NIGHT.
Xander pulls up, jumps out of the car, looking in the store and around.

XANDER

Long gone. Probably loaded with
supplies. Gotta think.
(beat)
I can’t believe I had sex!
(thinks some more)
Okay, bombs. Already dead guys with
bombs. Oh, man, I’m out of my league.

He hops back in the car.

XANDER (cont’d)
Buffy’ll know what to do!

INT. MANSION/EXT. GARDEN – NIGHT
Buffy and Angel are in THE MIDDLE of a heated, passionate exchange. A conversation that is,
literally, life or death.

BUFFY
(in tears)
I don’t know what to do!
ANGEL

Then let me decide for you. I can
face this thing —
BUFFY
You can’t!
ANGEL

I can at least buy you enough time
for Willow’s spell to bind it. Buffy,
this is worse than anything we’ve
ever faced. It’s the only way.

BUFFY

I can’t watch you die again!

He comes to her, holds her.

ANGEL
I love you.
BUFFY
I love you…
ANGEL

Nothing can change that. Not even death.

She pushes him away.

BUFFY

Don’t talk like that to me. You may
be ready to go but I’m not ready to
lose you. This is my fight and if you
won’t do it my way —

Someone clears his throat.
Startled, they both turn to see Xander standing awkwardly in the garden entrance. Stare at him with
tear stained faces. A long beat, then —

XANDER

Sorry, I- There’s this- I’m not a
hundred percent sure, but… It
seems like you two have bigger things-

(then)
Never mind.

Without another word, Xander turns and walks out. Buffy and Angel just stare a beat. Xander pops
back in.

XANDER (cont’d)
Can I help?

Silently, they both shake their heads

XANDER (cont’d)
Okay.

He goes again.
ANGLE: XANDER
As he mounts the garden stairs.

XANDER (cont’d)

Okay, I can work this out. I just gotta
figure out what they’d be likely to bomb.

INT. LIBRARY – NIGHT
CLOSE ON GILES
As he lights a CANDLE with shaking fingers, chanting in Latin.
GILES
(Latin)
Terra, vente, ignis et
pluvia. Cuncta quattuor
numina, vos obsecro.
Defendite nos a recente
Malo resoluto-
(English)
Earth, wind, fire and rain.
All four powers I beseech
you. Protect us from fresh

evil unleashed-
WIDEN

To show the library, which is reinforced against supernatural forces with candles, hanging incense, an
arcane symbol drawn on the floor in sand, etc. Willow runs in with the tranquilizer gun, breathless.

WILLOW

Okay. Oz is moved. He could barely
walk after that mickey I gave him,
but we made it.
(then/worried)
You think he’ll be okay there?

GILES

Anywhere is safer than here.

(then)
Help me with the candles.
WILLOW

We’re doing the binding spell
from Hebron’s Almanac?
GILES

Yes, but once it’s ready, you’re
to stay back and let me do the final recitation

(she starts to –)

Don’t argue with me. I want you safe.
(looking to where the opening will be)
Who knows what’s going to come up

from beneath us.

TILT DOWN
Through the floor of the library, ending up in the

INT. BOILER ROOM – CONTINUOUS – (NIGHT)
Where Jack, Bob and Parker watch, excited, as Dickie ARMS, A HAPHAZARD BOMB, fashioned from
explosives, complex wiring and a digital alarm clock timer. He makes a few final adjustments and
stands back. Then the digital timer starts to COUNT DOWN FROM AN HOUR.

JACK
(grins)
This is gonna be large.

BLACK OUT.

END OF ACT THREE
Act Four

INT. XANDER’S CAR – NIGHT
He drives, talking to himself.

XANDER

Giles’ll know what to do. He’s way
more calm than Buffy.

He sees something out the window.
XANDER’S POV
The dead dudes, shambling down the side of the road.
XANDER

XANDER (cont’d)
Okay. I need a plan…
EXT. STREET NEAR SCHOOL – CONTINUOUS (NIGHT)
The dead guys see Xander’s car driving toward them.
BOB
Hey… Our wheels!

XANDER passes next to them, reaches out his window and GRABS PARKER BY HIS COLLAR, plucking
him from the group.
The car zooms away, dragging Parker alongside. Jack, Bob and Dickie stand there stunned for a good
beat before giving chase.
INT. XANDER’S CAR/EXT. STREET NEAR SCHOOL – CONTINUOUS
Xander has his right hand on the wheel – and his left hand grips Parker, holding him up to the car
window. Parker’s legs skip around on the street as it zooms under him. Parker is screaming, begging
Xander to slow down.

PARKER
Stop! Come on, stop, man!
XANDER
Where’s the bomb?
PARKER
In the high school!
XANDER
In the school where?

PARKER

This really hurts! Boiler room!

XANDER
(slowly, tough guy)
All right. Now I’m gonna ask this
once, and you better pray you get
the answer right. How do I defuse–

WHACK! A MAILBOX TAKES PARKER’S HEAD CLEAN OFF as the car passes. Xander YELPS as he
dumps Parker’s headless body into the street.

XANDER (cont’d)
I should probably have left out that
whole middle part.
Xander turns the wheel hard and the car turns off toward the school.
EXT. STREET NEAR SCHOOL – NIGHT
Jack and the gang see Xander make the turn.
DICKIE

School! He’s heading for the school!

JACK

That’s it. No way am I bringing him
back after I kill him.

They take off at a dead run.
INT. SCHOOL HALL – NIGHT
Xander bursts in, running hard. He reaches the door leading to the boiler room. Tries to open it, finds
it locked.
At the far end of the hall Jack, Bob and Dickie round the corner, see Xander.

JACK
There he is!
Xander abandons the door and takes off like a bat out of hell.
XANDER

Where’s a slayer when you need one?

INT. LIBRARY – NIGHT
CLOSE ON BUFFY, FAITH, WILLOW, ANGEL AND GILES
Standing in a tight group – breathless as they contemplate an ENORMOUS HELLMOUTH CREATURE,
which we can barely see. We should only get a snatch of tentacle here and there. Hellish lighting fills
the room, strobing our heroes.
The creature BELLOWS, an EAR-SPLITTING cry that practically blows our gang’s hair back. They are
all terrified in a way we’ve not seen before – awestruck by the sheer magnitude of what they are

facing. Finally, Giles manages-
GILES

My god… it’s grown…
We PUSH PAST the group – the doors behind them filling the frame —
Now, through the windows, we see XANDER running past – clearly in mortal danger. Totally unaware
of the goings on inside the library.

A BEAT LATER – JACK, BOB AND DICKIE, also oblivious, race by in close pursuit.
ANOTHER BEAT and DICKIE slides back into view – peering through the window.

DICKIE
Wow.

Jack yells back at him.

JACK (O.C.)
Come on, man!
A beat. Then Dickie takes off after Xander again.
INT. NEAR LOUNGE AREA – NIGHT
Jack, Bob and Dickie come to a stop. They’ve lost Xander.
BOB
Which way?
JACK

He couldn’t have gotten far. Let’s

split up.

The three go off in separate directions.
INT. SCHOOL HALLWAY – NIGHT
Bob moves into the hall – sees A FIRE AXE on the wall. SMASHES the glass, takes it out.

BOB
Good for chopping.

INT. LOUNGE AREA – NIGHT
Xander races up into the raised lounge area – and runs into Bob, wielding the axe. Bob swings –
Xander moves backwards and trips, falls down the two steps and into some tables. Bob follows hard
upon, butting Xander in the face with the end of the axe as he tries to get up. Xander crawls away
between tables, Bob follows–

BOB

Now this is my idea of fun!

He swings at Xander – and the axe gets stuck in the table. Bob tries to pull it out –
Xander comes up and slugs him, knocks him back. Xander grabs the axe, wrenches it free and
knocks Bob down in the process. Bob lies on his back a moment, dazed as Xander starts to take off.
Xander pauses long enough to wedge the axe between the huge soda machine and the wall. He
pushes, toppling the soda machine over.
Bob looks:
ANGLE: BOB’S POV
As the soda machine comes down on his head like a sixteen ton weight. There is a sound not unlike a
watermelon being squashed.
ANGLE: DICKIE
Comes running into the hall. He sees Bob’s body and a soda machine where his head should be.
Looks up and sees Xander step out with the axe.
XANDER

Shoulda learned by now. If you’re

gonna play with fire, you got to
expect that sooner or later –

Dickie runs away.

XANDER (cont’d)
I wasn’t finished!
(running after him)
Note to self: less talk.

INT. HALL OUTSIDE LIBRARY – NIGHT
From outside the shaking library doors, we can hear the commotion inside. It now sounds like our
heroes have begun the battle in force. Occasional bursts of light spill from the porthole doors. We
hear bodies being thrown around, grunting, yelling, etc. It’s Omaha beach in there.
Suddenly the LIBRARY DOORS EXPLODE OPEN, revealing tentacles and smoke a’plenty inside. Buffy
flies out backwards, landing on her back and skidding to a stop in the hall. She looks REALLY PISSED

  • flips to her feet, yells:

BUFFY

The heart, Faith! Go for its heart!

And she charges back into the (mostly unseen) melee.
INT. HALL – NIGHT
We hear them before we see them: XANDER CHASING DICKIE WITH THE AXE. Xander attack-yelling,
Dickie screaming in terror.
They round a corner, disappearing for a moment. A beat. Then Xander runs back out, followed by
Dickie, FOLLOWED BY THREE DEMONS. Xander makes a desperate turn up a side hallway.
Dickie doesn’t go the same way, instead running out of frame in a different direction. The demons
FOLLOW DICKIE out of frame, and we hear HIS SCREAMS AND THE SICKENING SOUND OF DICKIE
BEING EATEN.
INT. HALL (ELSEWHERE) – CONTINUOUS (NIGHT)
Xander hears the horrible sounds of Dickie’s demise. Terrified, he backs up against a wall. A beat as
he tries to catch his breath.

XANDER
Okay. Boiler room.

He heads one way – and a HELLMOUTH TENTACLE smashes out of the wall directly in front of him. It
turns and roars at him, eyeless and toothsome.

XANDER (cont’d)
Other way.
He turns and runs off down the hall with his axe.
INT. CELLAR OUTSIDE BOILER ROOM – NIGHT
We hear the axe demolish the lock, and a door open at the top of the stairs opens. Xander comes
down and goes through another door, marked BOILER ROOM.
INT. BOILER ROOM – CONTINUOUS
Xander enters the boiler room.
There are two doors leading to it: the one he just came in, and another opposite it.
THE BOMB is sitting in an open space near the center of the room.

XANDER
Hello, nasty…

Xander puts down the axe and approaches the bomb slowly, regards the mess of wires and the alarm
clock. The clock is at TWO MINUTES and counting down. Xander notes this – talks to try to calm
himself.

XANDER (cont’d)
Two minutes… Dumb guy. Little
bomb. How hard can it be?

Without warning, Xander is YANKED OFF THE FLOOR by JACK and thrown against a nearby wall.

JACK
Just got harder
XANDER

I’m not leaving here until that
thing is disarmed.
JACK

Then I guess you’re not leaving.

Jack takes a series of mighty swings at Xander, who manages to block and duck the worst of it. Jack
finally pins him against a wall, Katie straining toward Xander’s face.

JACK

I’m gonna carve you up and serve you
with gravy. You piss me off, boy, you
pay the price. First the eyes, then the
tongue, then I’ll break every one of

your fingers —
XANDER

You gonna do all that in thirty eight

seconds?

Jack spins to look at the clock – and in that moment Xander wrenches free and powerhouse-fists Jack
into the opposite corner. Jack rises, dazed, glaring at his foe.
XANDER (cont’d)
You’re thinking, can I get by him?
Get up the stairs, out of the building?
Seconds ticking away, I don’t love
your chances.
JACK
You’ll die too.
XANDER

Yeah, looks like. So I guess the
question really is… who has less fear?

JACK

I ain’t afraid to die. I’m dead.

XANDER

Yeah, but this is different. Blowed
up isn’t walking around and drinking
with your buddies dead. It’s ‘little bits
swept up by the janitor’ dead, and I
don’t think you’re ready for that.

JACK
Are you?

Beat. Jack. Xander. Clock.

XANDER
(smiling calmly)
I like the quiet.

INT. LIBRARY – CONTINUOUS (NIGHT)
Noise, lightening, smoke, the works.
ANGLE: ANGEL
Tries to pull a she-demon off Faith.
ANGLE: BUFFY
Is held up near the ceiling by a tentacle. (Actually, she’s standing on a platform, it’s do-able).

GILES (O.C)
(Latin)
“et omnia vasa veritatis!”
(English)

“and all the vessels of truth!”
GILES (O.C)
(in English)
Now, Buffy! NOW!

She swings her battle axe back, screaming with effort, about to bring it forward —
INT. BOILER ROOM – CONTINUOUS (NIGHT)
Dead silence. Xander. Jack Clock.
Which reads, 7 seconds.
With a yelp, Jack drops Katie and dives for the bomb, pulling out the green wire (NOT THE RED
WIRE!). He holds it, shaking, defeated.

XANDER
Good boy.

Jack stands, dropping the now useless bomb. (He and Xander are both in front of doors – Xander’s is
the one that they came in from.)

XANDER (cont’d)
I don’t think I wanna be seeing you
around campus anymore, Jack.

Jack just looks down. Xander turns and goes.
INT. CELLAR OUTSIDE BOILER ROOM – NIGHT
Xander closes the door behind him – walks for the stairs. As he goes his LEGS GIVE OUT FROM
UNDER HIM. He almost falls but manages to recover, never letting his cool factor waver.
INT. BOILER ROOM – NIGHT
Jack turns to go out the OTHER DOOR marked “EXIT.” Mutters to himself:

JACK

I’m not going anywhere, Harris. And
the first time you turn your back —

Jack opens the door and immediately WEREWOLF OZ leaps out. Viciously ATTACKS HIM. Rips him
apart (in an off-camera kind of way.)

EXT. SCHOOL – DAY
Buffy, Giles, Willow and Oz sit at a picnic table. Giles has his arm in a sling, Buffy has a bandage on
her shoulder – they are the worse for it. Their conversation has the warm hush of people who have
shared something extraordinary.

OZ

But Angel’s gonna be okay?

BUFFY
(nods)

He was only out for a few minutes.
Longest of my life.
WILLOW

I’ll never forget that thing’s face.
Its real face, I mean.
BUFFY
(to Giles)

I don’t know how you managed to…
That was the bravest thing I’ve ever

seen.
GILES

The stupidest. But the world
continues to turn.
WILLOW

And no one’s ever gonna know how
close it came to stopping. Never
know what we did.

Xander approaches.

XANDER
Guys.
WILLOW

Xander. Boy, you’re lucky you
weren’t at school last night. It was

crazed.

He pauses.

XANDER

Well, give me the quiet life. I’m
gonna grab a snack. Anyone want?

(heads shake)
Oz?
OZ
(puzzled)
I’m oddly full today.
XANDER
‘kay.

He walks past the group and yes, there is a little something in his stride.
He approaches Cordelia, who of course starts right in.
CORDELIA

Oh look, it’s mister excitement. On
another life or death donut mission?

Or are we cruising for bimbos again.
Giving them lessons in lack of cool…
He stops, looking at her. Little calm smile. He’s little calm smile guy.
CORDELIA (cont’d)
What?

He says nothing. Still with the smile.

CORDELIA (cont’d)
What?

Walks away.

CORDELIA (cont’d)
WHAT?

HOLD ON Xander, calmly walking in the sun.

BLACK OUT.

THE END

Transcripts

Prologue

A cave. There is a thick mist obscuring the view. A red-eyed, bluish-
gray skinned demon angrily searches through the fog for those who have

attacked it and its kindred, two of which already lie dead on the cave’s
floor. Faith is standing in an alcove watching the demon’s movements.
Buffy is up on a ledge, watching the demon anxiously. Giles is off in a
corner waiting for the right moment. Willow slowly steps around the
corner of the cave entrance carrying a large lit candle. When she’s in
view of the main chamber and senses the moment is right, she quietly
speaks her spell.
Willow: Obscurate nos non diutius.
Translation: Do not conceal any longer.
She blows out the candle, and a wind quickly sucks the fog out of the
cave. The demon is now clearly visible to everyone. Its teeth are sharp,
yet there are no fangs. It has very long pointed ears and a series of
horns starting just above its eyes and continuing up on its high, thick
forehead. It growls as it turns around, trying to get a clear look at
what’s there. When it’s facing her, Buffy jumps from the ledge and
tackles the demon to the ground. Giles comes out of his corner and grabs
one of its arms. Buffy grabs the other as she scrambles to her feet, and
together they drag the demon up and slam it against a wall. It wraps its
arm around Giles’ shoulder and throws him off. He hits an adjacent wall
and falls to the ground.
Buffy: (yells) Now!
Faith comes out of her alcove holding a sword up in both hands and
charges the demon. Before it can react, Faith has plunged the sword
through its heart. The demon screams in agony. Giles looks up and
watches as Faith pulls the sword back out of the demon’s chest. Buffy
releases it and allows it to fall. Giles rolls out of the way as it hits
face down on the ground. He rolls back a bit and looks at the body lying
next to him. Faith lowers her sword. Buffy looks down at the demon,
relieved that the fight is over.

Giles: I think that was the last.
Willow comes in from the entrance, visibly shaken but trying to cover it
with a smile. Buffy bends down to help up Giles.
Buffy: Willow, you okay?
Willow: (breathing hard) Yeah, I’m fine. Th-the shaking is, is a side
effect of the fear.
Giles: (on his feet) Thank you. (takes off his glasses and rubs his
brow)
Buffy: Well, if it wasn’t for that clouding spell…
Willow: (smiles) Yeah, it went good! (glances at the candle) Nothing
melted like last time.
Faith: These babes were wicked rowdy. What’s their deal?
Giles: I wish I knew.
He crouches down and rolls the demon over to get a good look at it.
Faith looks with disgust at another one of them.
Giles: Most of my sources have dried up since the, uh, Council has
relieved me of my duties. I was aware there was a nest here, but quite
frankly, I expected it to be vampires. These, these are new.
Buffy: And improved.
Giles: (stands up) Yes. I’m sorry. I should’ve had you better prepared,
and I should never have allowed Willow and, uh… (looks around) And,
uh…
They all realize that Xander is nowhere to be seen. Just then they hear
something stirring under a pile of garbage. There they see Xander
crawling out from under a collapsed cardboard box and other refuse.
Xander: (out of breath) I’m good. We’re fine. (gets up) Just a little
bit dirty. (gives two thumbs up) Good show, everyone. (staggers out into
the cave) Just great. I think we have a hit.
Willow: (concerned) Are you okay?
Xander: Tip-top, (exhales) really. If anyone sees my spine laying
around, just try not to step on it.
Buffy: (worried) Xander, one of these days, you’re gonna get yourself
hurt.
Faith: Or killed.
Buffy: Or both. A-and, you know, with the pain and the death, maybe you
shouldn’t be leaping into the fray like that. M-maybe you should be…
fray-adjacent.
Xander: (slightly miffed) Excuse me? Who, at a crucial moment,
distracted the lead demon by allowing her to pummel him about the head?
Faith: Yeah. That was real manly how you shrieked and all.
Xander: (haughtily) I think you’ll find that was more of a bellow.
Buffy: Uh, what do we do with the trio here? Should we burn them?
Willow: (smiles) I brought marshmallows.
Everyone gives her a surprised look. Giles puts his glasses back on.

Willow: (with dignity) Occasionally, I’m callous and strange.
Giles: I expect we can leave them. I’m more interested in finding out
what they are, and whether we can expect more of their kind.
Buffy: (starts out of the cave) I hope not. They’re way too fit.
Faith is right behind her.
Xander: I say bring ’em on!
Willow follows the Slayers out. Giles steps up to Xander and puts his
hand on his shoulder.
Giles: Uh, Xander, I think in the future perhaps it would be best if
you, you, uh, h-hung back to the rear of the battle, you know, for your
own sake.
He lets go of the boy and takes one more look around before following
the others out. Xander is just ahead of him.
Xander: (facetiously) But, gee, Mr. White, if Clark and Lois get all
the good stories, I’ll never be a good reporter.
Giles: (not getting it) Hmm?
Xander: Jimmy Olsen joke, sir. Pretty much gonna be lost on you, huh?
Giles: Sorry.
Xander: Hey, it’s okay.
They continue walking out.
Opening credits roll. Buffy’s theme plays.
~~ Part 1 ~~
Sunnydale High School. Cut to a lawn area between two of the buildings.
It’s lunch hour, and two jocks are throwing a football back and forth.
Xander hops around, trying to get their attention.
Xander: Hey, Doug, pass me one!
Doug just gives him an annoyed look and throws the ball back to the
other jock.
Xander: Les-man, I’m open!
A cheerleader looks over at him to see what the fuss is about.
Xander: Les, buddy!
Les ignores him and throws the ball back to Doug.
Xander: Doug, right here, man. Right here.
Doug is about to throw the ball back to Les.
Xander: Doug, please!
Doug sighs and gives in. He throws the ball high and long. Xander has to
run for it.
Xander: Alright! It’s all me!
He gets to the ball in time, but fumbles the catch. The ball bounces
awkwardly away from him and over to Jack O’Toole, sitting alone eating
his lunch. The ball hits Jack in the hands, knocking his bag of chips to
the ground. He looks down at his scattered chips in surprise and

snatches up the ball. Xander stops running and steps up to him. Jack
stands up, holding the ball in his hands.
Xander: Boy, I am so sorry. Doug’s arm is kinda like spaghetti.
(chuckles) We’re all so very sad for him. (grins) Is your lunch okay?
Jack: (not amused) What are you, retarded?
Xander: No! No, I had to take that test when I was seven. A little slow
in some stuff, mostly math and spatial relations, but certainly not
challenged or anything. (points down) Can I get you another soda?
Jack: I oughtta cut your face open.
Xander: (nervous) Hey, hey, whoa, whoa, whoa… It was an accident.
Cool down.
Jack: (smiles thinly) You wanna be startin’ somethin’?
Xander: What? Starting something? (grins) Like that Michael Jackson
song, right? (chuckles) That was a lot of fun. ‘Too high to get over,
yeah, yeah…’ Remember that fun song?
Jack takes a step toward him. Xander steps away nervously.
Jack: I get my buddies together, we’re gonna kick your ass till it’s a
brand-new shape.
Xander knows he’s not kidding. Jack tosses the ball to him hard.
Jack: Now get outta here.
Xander wastes no time walking away.
Doug: Yo, man, the ball!
Xander throws it to him. Cordelia is right there, and he steps over to
her.
Cordelia: Boy, of all the humiliations you’ve had I’ve witnessed, that
was the latest.
Xander: (points back at Jack) I could’ve taken him.
Cordelia: Oh, please. O’Toole would macrame’ your face. He is a psycho.
Which is still a lot cooler than being a wuss.
Xander: (glances at Jack) Why is it that I’ve come face-to-face with
vampires, demons, the most hideous creatures Hell ever spit out, and I’m
still afraid of a little bully like Jack O’Toole?

Cordelia: Because, unlike all those creatures that you’ve come face-to-
face with, Jack actually noticed you were there.

Xander: Why am I surprised by how comforting you’re not?
Cordelia: It must be really hard when all your friends have, like,
superpowers — Slayer, werewolf, witches, vampires — and you’re, like,
this little nothing. (Xander looks down) You must feel like Jimmy Olsen.
Xander: (chuckles) I was just talking to… (suddenly offended) Hey,
mind your own business!
Cordelia: Ooo, I struck a nerve. The boy that had no cool.
Xander: I happen to be an integral part of that group. I happen to have
a lot to offer.
Cordelia: (starts to leave) Oh, please.

Xander: I do!
Cordelia: (stops and turns back) ‘Integral part’ of the group? Xander,
you’re the, the useless part of the group. You’re the Zeppo. (Xander
glances at Jack) ‘Cool.’ Look it up. It’s something that a sub-literate
that’s repeated twelfth grade three times has, and you don’t.
She turns and walks away with a satisfied smile on her face. Xander is
left in her dust.
Cordelia: There was no part of that that wasn’t fun.
Cut to the cafeteria. Today it’s kraut-dogs or spaghetti. The camera
pans past the steam table as the kitchen staff doles out the food. It
pans up to show Xander and Oz sitting at a table finishing their lunch.
Xander: But… It’s just that it’s buggin’ me, this ‘cool’ thing. (cut
to them) I mean, what is it? How do you get it? Who doesn’t have it? And
who decides who doesn’t have it? What is the essence of cool?
Oz: Not sure. (reaches for a chip)
Xander: I mean, you yourself, Oz, are considered more or less cool. Why
is that?
Oz: Am I? (eats a chip)
Xander: Is it about the talking? You know, the way you tend to express
yourself in short, noncommittal phrases?
Oz: (considers) Could be.
Xander: (smiles) I know! You’re in a band! That’s like a business-class
ticket to cool with complementary mojo after takeoff! I gotta learn an
instrument. Is it hard to play guitar?
Oz: (shakes his head) Not the way I play it.
Xander: Okay, but on the other hand: eighth grade. I’m taking the
flügelhorn and gettin’ zero trim. So the whole instrument thing could
be a mislead. (thinks) But you need a thing, one thing nobody else has.
What do I have?
Oz: An exciting new obsession. Which I feel makes you very special.
Xander: Now with the mocking. Which I can handle because I know I’m
right about this. I’m on the track. I just need to find my thing. (gets
lost in thought)
Oz: It seems like you’re over-thinking it. I mean, you got some
identity issues. It’s not…
Cut to the library that evening. Giles walks out of the cage past Buffy.
Giles: The end of the world? (heads behind the counter)
Buffy: (turns) Can they do that? (goes to the counter)
Giles: They seem fairly committed. (gets a book) The Sisterhood of Jhe
(brings it over) is an Apocalypse cult. They exist solely to bring about
the world’s destruction, and we’ve not seen the last of them. More will
follow.
Buffy: And they’re here in Sunnydale for what? Demon Expo?
Giles: (takes off his glasses) Buffy, this is no laughing matter.
Buffy: Hence my no laughing.
Giles: I’m sorry. (slips his glasses back on) I know I’m no longer your

official Watcher, but…
The library door opens, and they look up to see Oz come in.
Oz: Hey.
Buffy: Hey.
The clock on the wall behind Giles shows it’s 5:20pm.
Giles: (checks his watch) Um, y-you’re cutting it a bit close.
Oz: (steps into the cage) Well, you know me.
He pulls the door closed behind him. The privacy towels have already
been put up. He begins to undress, starting with his jacket.
Buffy: (to Giles) Well, do we know why they’re here?
Giles: I think so. (looks around) Based on some artifacts I, I found
with them, and, um, (sees and reaches for another book) taking into
account the current astral cycle…
Buffy: (interrupts) Giles, I don’t need to see the math.
He puts down the book and steps back to the counter.
Giles: (seriously) They intend to open the Hellmouth.
Buffy: (looks up in surprise) The Hellmouth. The one that opens…
Giles: About twenty feet from where you’re standing.
She looks behind her at the area where it last opened nearly two years
before, where the study table stands surrounded by a semi-circle of low
book shelves and the stack level behind them. Oz has turned into a
werewolf and leaps up against the cage. He growls when he can’t break
through, looks up and howls.
Cut to the front of the school the next morning. Willow and Buffy are
arriving.
Willow: And if it opens?
Buffy: Do you remember the demon that almost got out the night I died?
Willow: Every nightmare I have that doesn’t revolve around academic
failure or public nudity is about that thing. In fact, once I dreamt
that it attacked me while I was late for a test and naked.
Buffy: Well, it’ll be the first to come out, and Giles says it won’t be
the worst by a long shot. The world will be overrun with demons if we
don’t stop it.
They start to cross the street toward the steps.
Willow: Do we know when this is supposed to happen?
Buffy: (shrugs) Giles is trying to narrow it down. I-if you’re up for
it, we’re heading into deep research mode.
Willow: I’d be offended if you haven’t already counted me in.
Buffy: Thanks, Will. There’s something about this one that… scares
me. (puts her arm around her friend) I need my Willow.
Willow: Oh, you don’t have to be afraid…
They’ve reached the other side of the street, and both jump when they
hear a car pull up behind them with the horn honking. They spin around

to see what’s going on. There they see Xander behind the wheel of a
light blue 1957 Chevrolet Bel Air convertible, pulling it to a stop. The
radio is blaring. Xander looks cool in his shades and black jacket.
Xander: You girls need a lift?
Buffy: What is this?
Xander: What do you mean, what is it? (gestures around himself) It’s my
thing.
Willow: Your thing?
Xander: (emphatically) My thing!
Buffy: (frowns uncertainly) Is this a penis metaphor?
Xander: (sighs heavily) It’s my thing that makes me cool. You know,
that makes me unique. (sees their blank looks) I’m Car Guy. Guy with the
car.
Willow: How can you afford it?
Xander: Uncle Roary stacked up the DUIs, let me rent this bad boy till
he’s mobile again. (turns off the radio)
Buffy: (tries to smile) Well, i-it’s nice.
Xander: Could you sound a little less enthused?
Buffy: Sorry.
Willow: Evil.
Xander: Big?
Buffy: Biggest. Maybe more than I can handle.
Xander: (pulls off his shades) Then we’ll handle it together. You know
I’m here for you. Just tell me what I can do.
Cut to the doughnut shop. Xander stands at the counter and places his
order.
Xander: I’ll take two glazed, two cinnamon, couple cream-filled, and a
jelly. No, no, let’s round that out to four jellies.
The clerk pulls them out and puts them in a box. Cordelia walks in.
Cordelia: (mockingly) Ooo, is some evil going on? Must be big for them
to entrust you with this daredevil mission.
Xander: (counts out his money) Cordelia. Feel free to drop dead of a
wasting disease in the next twenty seconds. (hands it to the clerk)
Cordelia: (pleased) Ooo, again, I strike the nerve. I am the surgeon of
mean.
Xander: (walks past her with the box) I’m kinda busy right now, okay?
Cordelia: (turns around) Right. Buffy needs your help. Can you say
‘expendable’?
Xander: (faces her) You think you know everything.
Cordelia: (steps up to the counter) I think I know you.
Xander: That’s a laugh.
Cordelia: (tauntingly) Oh, what, you got a shiny car, and now you’re

someone new? Like anybody even cares about…
She is interrupted by a sexy blonde approaching Xander.
Lysette: Is that your car?
Xander: (surprised by the attention) Why, uh… (smiles) Yes! It is!
She walks around the car, checking out the equipment, surveying it
closely.
Lysette: ’57 Chevy Bel Air… 283 CID… Solid lifter… Fuel-injected
V-8…
Xander: (has no idea) Uh… very possibly.
Lysette: (abruptly) How does she handle?
Cordelia is fascinated by this display.
Xander: Like a dream about warm, sticky things.
He shoots Cordelia a look. She just raises her eyebrows at him.
Xander: (to the girl) Would you like to go for a little drive?
Lysette: You busy?
Xander: (holds up the doughnut box) Just gotta drop this stuff off, and
then I would describe myself as… (making a face at Cordelia)
expendable.
Cordelia gives him a little huff. The blonde smiles at Xander and tilts
her head, indicating he should open the door for her. He does so, giving
Cordelia a glance as Lysette gets in. He closes the door and jumps up
onto the back seat and scrambles over to the driver’s seat. He has some
difficulty sitting down with the huge steering wheel in the way, but
manages well enough. Lysette doesn’t care, obviously more impressed with
the car than with him. Xander starts the car, puts it in drive, gives
Cordelia one last look and burns a bit of rubber as he pulls away from
the curb.
Cut to the Bronze that evening. Xander and Lysette are sitting at a
table with their drinks. He looks very bored as he listens to her
chattering on.
Lysette: …and then I started seeing Dave Peck. Had a Thunderbird,
engine completely tricked out, but the upholstery was kind of shot. So
then I started seeing his friend Mike. Not the Mike with the Mercedes.
The Mike with the Mustang. An ’82 V-6. You know the look.
Xander sees Angel come into the Bronze.
Xander: Angel!
Lysette looks toward the entrance. Xander stands up and waves him over
with a smile.
Xander: Buddy! Friend-buddy. (gestures at the table) You wanna sit and
talk?
Angel: (comes over) I’m looking for Buffy.
Xander: Library, last I saw.
Angel: Something’s happening. I’ve seen portents.
Xander: (grins) The Apocalypse. They’re on top of it.
Angel: I don’t think they know what they’re dealing with.

Xander: Let’s go there… and tell them that.
Angel: No. (waves him off) It’s best you stay out of harm’s way.
He turns and leaves.
Xander: (desperate to get away) But I can help!
He watches Angel go out the door.
Lysette: Hey, you wanna go for another drive?
That’s pretty much the last thing on Xander’s mind.
Cut outside. Xander and Blondie come out and walk to the car parked in
the alley just a short ways from the door.
Xander: Y’know, it’s not like I haven’t helped before. Y’know, I’ve
done some quality violence for those people. (opens the door) Do they
even think about that?
Lysette gets in and slides over to the passenger’s side. Xander gets in
and pulls the door closed.
Xander: I mean… (starts it, puts it in drive) they act like I’m, like
I’m some sorta klutz.
He steps on the gas without even looking ahead. The car lurches forward
and promptly hits the car parked in front of them. Xander slams on the
brakes and puts the car into park.
Xander: Oh, God! Are you alright?
He gets out of the car and gingerly steps to the front of the car. There
is only some slight bumper damage and a broken taillight on the other
car.
Xander: Oh, God! Stay calm. Little fender bender. It’s not…
He sees Jack O’Toole get out of the other car, looking angrily back at
him. Jack just stands and stares at Xander for a long moment, letting
the fear sink in.
Xander: (apprehensive) …the end of the world.
~~ Part 2 ~~
The library. Werewolf Oz growls in his cage as he stares at Willow and
Buffy sitting at the table. Willow looks over her shoulder at him.
Willow: He’s cranky.
Buffy: It’s a good night for it.
Willow: Can’t dogs sense when there’s an earthquake, a-a-and they bark?
Or cows lie down or something? (looks at Oz again)
Buffy: (reads) ‘Sisterhood of Jhe. Race of female demons, fierce
warriors…’ Eww. ‘…celebrate victory in battle by eating their foes.’
They couldn’t just pour Gatorade on each other?
Giles come out of his office carrying a heavy leather bag.
Giles: The Council wouldn’t even take my calls. (disgusted) Idiots. (to
the girls) Anything useful in the books?
Buffy: Not wildly. (closes hers)
Willow: We still have the Books of Pherion to go through.

Giles nods.
Buffy: (sets her book down) I’m getting itchy feet, Giles. We don’t
turn up something soon, I’m gonna hit the streets. (grabs and opens
another) Maybe check out Willy’s.
Giles: Fine.
He goes back into his office for his overcoat.
Willow: Where are you going?
Giles: Um, to try and contact the Spirit Guides. (takes his overcoat
from its hanger) They exist out of time, but have knowledge of the
future. (pulls it on) I have no idea if they will respond to my efforts,
but I have to try. (comes back from his office) All we know is that the
fate of the entire world rests on it. (looks into the doughnut box) Did
you eat all the jellies?
Buffy looks up from her book.
Buffy: (innocently) Did you want a jelly?
Giles: (petulantly) I always have a jelly. I’m always the one that says
‘let’s have a jelly in the mix.’
Willow: We’re sorry. (tattles quickly) Buffy had three.
Buffy shoots Willow a look.
Giles: No matter. (grabs his bag) If Xander makes another run…
(starts to go)
Buffy: No. (Giles stops) Xander’s out of this. He nearly got killed
last time we fought. This whole thing will be easier if we know he’s
safe.
Cut to the alley outside of the Bronze. Jack approaches Xander
menacingly.
Xander: (nervously) Oh, gosh, Jack, man, are, are you okay? (points at
the bumpers) I am really sorry about that. But your car came out of
nowhere.
Jack looks down at the damage and back up at Xander.
Jack: (incredulous) I was parked.
Xander: Exactly. Look, I can cover the damages. I don’t have insurance
in the strictest sense of the word, but I have a little money. The
important thing is that we’re alright and we can work this out like two
reasonable…
Jack pulls out a very long hunting knife and holds it up.
Xander: …frontiersmen.
Jack: (points the knife at Xander) Where do you want it?
Xander: What?
Jack: Where do you want it?
Xander: I’m fairly certain I don’t want it at all, but, uh, thank you.
Lysette: (bored and impatient) Wow. Cool knife.
Xander gives her a look. She rolls her eyes and walks back to the car.

Xander: Yeah. Great knife. Although I think, uh, it may technically be
a, a sword.
Jack: She’s called ‘Katie’.
Xander: You gave it a girl’s name. How very serial killer of you.
(turns to Lysette) Listen, I think we should be going.
Jack reaches around Xander with the knife and hooks it behind his ear,
forcing Xander to look at him. Xander quakes with fear.
Jack: (jeeringly) Are you scared?
He traces the tip of the blade around Xander’s neck and cheek.
Xander: (shakily) Would that make you happy?
Jack: (sneering) Your woman looking on, you can’t stand up to me? Don’t
you feel pathetic?
He traces the knife past Xander’s mouth, back to his ear and around and
down under his chin.
Xander: (nervously) Mostly I feel Katie.
Jack: You know what the difference between you and me is?
Xander: Again… Katie’s springing to mind.
Jack: Fear. Who has the least fear.
Xander: And it has nothing to do with who has the big, sharp…
Suddenly Jack slaps the knife into Xander’s hand and steps back,
taunting him to fight.
Jack: Come on.
Xander has no idea where to begin. The blonde distracts him.
Lysette: I wanna go for a drive. I’m bored.
He lowers the knife and his guard.
Xander: (sarcastically) Oh, gee, I’m really sorry my life-and-death
situation isn’t exciting enough for you…
Jack grabs him and shoves him back onto the hood of the car. He grabs
Xander’s hand and twists it so the knife is pointing at his neck and
begins to bear down on him. Just then a flashlight shines into Jack’s
face.
Police Officer: Hey!
Jack releases Xander and quickly palms the knife. The officer turns off
his flashlight and slowly approaches.
Police Officer: What’s goin’ on?
Jack: Nothing. Just rasslin’.
Police Officer: (recognizes) O’Toole. (chuckles) What a surprise.
(flashes the light in his face) (to Xander) He attack you?
Xander looks at Jack, who just looks at the officer.
Xander: (to the officer) No. Just blowing off steam. (grins) Two guys
rasslin’. (shakes his head) But not in a gay way.
Police Officer: Do it somewhere else, huh?

He turns and leaves. Xander drops his head in relief. Behind him Jack
has a smile on his lips. Remembering that he’s there, Xander looks over
at him and is confused by his expression.
Xander: What?
Jack: That was alright. Could’ve narc’d on me. Didn’t do it. That’s
decent of you. I like you. (smiles appraisingly)
Xander: (still nervous) Yay?
Jack: (to Lysette) You two wanna have some fun?
Lysette: (smiles dippily) Like, with driving?
Jack: Yeah.
Xander sees the broad grin on her face and shakes his head, giving in.
Xander: What do you have in mind?
Jack: Well, I was on my way to get the boys. Gonna cruise around.
(checks out Xander’s Chevy) We’ll take your wheels.
Xander: What about your car?
Jack: (looks at it and shakes his head) It ain’t mine.
Xander is aghast and shakes his head. Jack goes to the car door.
Xander: Great. Where to?
Jack opens the door and slides in to the far side.
Jack: Gonna get the boys!
Lysette slides in next to Jack, then Xander gets in.
Xander: Yeah. (pulls the door closed) So, where’re the boys?
Cut to a cemetery. The camera pans behind some trees and over to the
three of them by a grave. Xander and Lysette watch as Jack speaks a
spell and dangles a chicken foot on a string over a grave.
Jack: He calls forth the Spirit of Uurthu, the restless. No one shall
speak. (raises his arms) He shall arise! Hear me…
Xander watches, worried that it might work. Lysette is completely bored.
Jack: The blood of the Earth shall restore him…
He puts away the chicken foot and kneels by the grave. He drawn his
knife across the palm of his hand, turns his hand over and lets his
blood drip onto the grave.
Jack: And he shall arise.
Xander takes a step back. Something under the ground begins to move.
Jack: Shall arise!
A pair of arms punch through the grass followed by a head. It’s Jack’s
friend Bob. He has a huge frown on his face as he looks around. Jack
stands up and steps back. Lysette’s eyes go wide with surprise. Bob
pulls himself out the rest of the way and gets up, still frowning and
disoriented. Jack looks him up and down, pleased with the result. Bob
looks over at Jack and recognizes his friend.
Bob: Buddy.

Jack: Bob.
They look at each other for a moment. Bob has clearly started to decay,
but is still easily recognizable.
Jack: You big, hideous corpse… Come here!
Bob comes at Jack and grabs him in a huge bear hug, lifting him off the
ground and laughing. Lysette freaks out and runs away, screaming at the
top of her lungs. Xander watches her go.
Xander: (resentfully) I’ll call ya!
Bob keeps laughing as he swings Jack around a bit before putting him
back down.
Bob: Man! You raised me!
Jack: (looks him up and down) I told you grandpappy could work that
mojo. Big Bob is back in action!
Bob: (raises his arms) Yes!
They each butt hard into the other in celebration. Xander fidgets
restlessly, waiting to see what’s going to happen next.
Bob: Oh, man, I can’t believe you raised me! That is so awesome!
(starts to calm down, lets go of Jack) You are the coolest.
Xander: Maybe I should just let you guys catch up. (starts to go)
Jack: Bob, this is Xander. He’s our wheel man.
Xander turns back around and smiles.
Bob: Hey.
He steps up to Xander and slaps him hard in the shoulder, making him
stagger back a few steps. Xander manages to keep his balance and
straightens back up.
Xander: Howdy.
Bob: (steps back to Jack) Dude, where are the other guys? We gotta go
get ’em.
Jack: (nods) Absolutely.
Bob: (pats him on the arm) Alright.
They start walking to get the rest of the boys. Xander stays back.
Xander: Are, um… Are all your friends dead?
Jack: (over his shoulder) Xander, let’s roll.
Bob: How long I been down?
Jack: Eight months. I had to wait till the stars aligned.
Bob: Oh, eight months. I got some catching up to do.
He stops in his tracks and points at Jack.
Bob: Whoa! Walker, Texas Ranger. You been taping ’em?
Jack: Every ep.
Xander catches up with them.

Bob: Alright. We’re gonna get the guys together, and we’re gonna PARTY,
man! (hits Xander hard in the other shoulder) It’s gonna be a night to
remember! (they start walking again) Yeah!
Xander: (trailing them) I’m sensing that.
Cut to Dickie’s grave. Jack weaves his spell again.
Jack: The blood of the Earth shall restore him, and he shall arise.
Dickie comes up head first. He is far more decayed than Bob. His face is
raw and bloody, but he is also still recognizable.
Dickie: Dudes!
Cut to the car. The camera is low to the pavement showing the back of
the car. The tires squeal as the four boys take off for another cemetery
to get the last member of the group.
Cut to the Restfield Cemetery. The camera pans low along some
gravestones and up to the sign. Cut to Giles standing before a large
mausoleum and holding up a lit candle. The Spirit Guides appear in the
form of a bright cloud gathering in front of the mausoleum, and Giles
speaks to them.
Giles: Noli me renuere, umbra ducens. Sapienta manium super me
effundatur.
Translation: Do not deny me, Spirit Guide. Let the wisdom of those who
have passed be showered upon me.
Spirit Guides: Illae res occultae sunt tempoti et locis obscuris.
Enuntiare illas Chaos super orbem vivum terrarum ferat.
Translation: These secrets belong to time and the dark regions. To
reveal them would bring Chaos down upon the living Earth.
Giles: Belua propulsanda est! Invenire vitium suum noster spes sola
est!
Translation: The Beast must be fought! Our only hope lies in finding
its weakness!
A strong wind begins to blow.
Spirit Guides: (angrily) Noli petere! Perturba nos non diutius!
Translation: (angrily) Seek not! Disturb us no longer!
The cloud moves away and up into the sky. The wind stops blowing. The
cloud splits in two, and both halves disappear up into the firmament.
Giles isn’t happy with the result of the encounter. He looks to his
right when he hears Xander approaching.
Xander: Giles, hey… (smiles) What’s goin’ on?
Giles: Oh, uh, (looks at the mausoleum) I was just trying to, uh, gain
access to the, um, Spirit Guides. Not going very well, I’m afraid.
(looks around) Uh, what are you doing here? (packs his things)
Xander: Oh, we were just raising, um… (glances back at the others)
some heck.
Jack and the others, having raised the last member of their group, are
waiting by the car for Xander.
Jack: (impatient) Xander! Let’s go!
Xander: (kneels by Giles) Listen, do you guys need any help?

Giles: (concentrating on packing) Hmm? Oh, no. Thank you. Uh, probably
best if you, you stay out of trouble.
Xander: No chance of that.
Jack: (impatient) Xander! Motor!
Giles: (stands up) There’s something… different about this… menace,
something in the air… The stench of death.
Xander: Yeah, I think it’s Bob.
Giles: (absently) We may all be called upon to fight when it happens.
(picks up his bags)
Xander: When what happens, exactly?
Jack: (very impatiently) Come on!
Giles: I better go. (smiles weakly) Um, hopefully, we shall have time
to prepare. All we need is a few weeks. (turns and leaves)
Cut to Willy’s bar. The place has been completely trashed. Buffy is
kneeling down next to Willy, who is lying on the floor behind the bar
with his head and shoulders propped up against the cabinets. He’s been
very badly beaten, and the blood flows freely from several cuts in his
head.
Buffy: Tonight?
Willy: (nods, laboring to breathe) Before sunrise. That’s what they
said. (winces in pain)
Buffy: (looks at the damage) Why did they do this?
Willy: They were looking for Angel.
Buffy: Angel? Why?
Willy: (breathing shallowly) Said they were coming after you, too, and
nothing could stand in their way because (winces in pain) tonight was
the night…
Severe pain stabs him in the gut, and he turns from her and coughs.
Willy: (painfully) Oh, man…
Buffy: (worried) The ambulance is on its way.
Willy: (coughs, swallows) Look, kid, my clientele ain’t exactly nuns
and orphans, but I… I never seen anything like these demons.
Buffy: I’m gonna stop them.
Willy: (coughs) That Hellmouth opens (swallows) they’re gonna be the
least of your problems is my train of thought.
He winces in pain again and coughs, then swallows again.
Willy: (between shallow breaths) If I were you… I’d go find Angel…
go somewhere quiet together. I’d be thinking about how I wanna spend my
last night on Earth.
Cut to Xander and the gang. Bob is standing in the back seat with his
fists raised into the air.
Bob: LET’S GET SOME BEER! YEAH!
The other dead boys yell in agreement. Parker, the last one of the group

to be raised, is in an advanced state of decay, and so is in much worse
shape than the others. His face is beyond recognition, having lost much
of its flesh, exposing parts of his skull. Xander can’t believe he’s
caught up in all of this.
Parker: Dude! Let’s go pick up some girls, man. We’ll hang out at Taco
Bell, get some girls, go cruise around…
They all laugh, except for Xander.
Dickie: I wanna bake a cake.
Bob slides back down into the seat with an arm around each of his buds.
Bob: Hey, we need some beers, though.
Parker: (to Bob) I can’t believe you got shot, man. Was it them
Jackals?
Jack: Are you kidding? We wiped them out after they threw you off the
bridge.
Parker: (appreciatively) Oh, man. You guys, you guys are the best, man.
The best! I mean that.
Bob: (explains to Parker) There’s a liquor store. Little Armenian guy
runs the place? He had a gun behind the counter.
He looks ahead, frowning in disgust. The bullet hole in his forehead
above his left eye is plainly visible. He brightens when he has an idea.
Bob: Hey… We should go kick his ASS!
Parker: Yeah!
Bob: YEAAAAAH!
Xander glances back at them nervously.
Xander: If you guys want me to drop you off somewhere, that’s…
Jack: (interrupts, pats Xander’s shoulder) Nah. You’re with us now.
Parker reaches up to him from behind and pats him on neck and cheek with
his grossly rotten hands.
Parker: Oh yeah, man, you on the team now, baby. Whoo-hoo!
The guys in the back all chuckle.
Bob: (serious) What’re we gonna do?
Jack: Well, I’ve heard some interesting suggestions, but I’m gonna have
to go with Dickie’s. Let’s bake a cake.
Dickie: Yeaaaaah!
Bob and Parker: Yeaaaaah!
Bob laughs as he leans back over the trunk and raises his fists into the
air.
Cut to a hardware store. Xander pulls the car to a stop in front.
Jack: Alright.
He gets out. Dickie pushes the front backrest forward and gets out. Bob
and Parker just jump over the side of the car.
Jack: (to Xander) You stay here and keep the motor running. (joins the

others)
Xander: Uh, this time of night, I’m pretty sure nothing’s open.
Bob grabs a newspaper vending machine, yanks it from the sidewalk and
heaves it into the hardware store window. It shatters loudly. Xander
watches nervously.
Xander: But they’re always open for crime.
The dead boys all climb into the store. Xander holds on tightly to the
steering wheel and fidgets nervously in his seat.
Xander: Okay. Now I’m involved in crime. I’m the criminal element.
(sarcastically) Having a car sure is cool!
He hears Willow’s voice, and turns to see her leaving the magic shop
about half a block down on the other side of the street.
Willow: Thank you. Sorry to wake you. (starts down the street)
Shopkeeper: No problem.
Xander: Will!
She sees him and walks into the street toward him. Xander gets out of
the car and goes to meet her.
Willow: Xander, what are you doing here?
Xander: Nothing. Certainly not crime. (grins guiltily and glances
behind him) Wh-what about you?
Willow: (worried) I-I needed supplies for a protection spell. Buffy
called from Angel’s. I-it’s happening tonight.
Xander: And that thing that’s happening would be…?
Willow: I-I can’t stay. Buffy’ll needs this.
She goes, leaving Xander standing there still unenlightened. Just as
quickly she comes back and gives him a tight hug. She lets go and looks
up at him.
Willow: I love you, Xander.
Again she hurries off, leaving him to ponder his next move.
Xander: Okay, that’s it. (turns back to the car) I’m gonna…
Jack steps in front of him and stops him.
Jack: Where you going?
Xander: Look, something’s just come up. (looks at the store)
Jack: You gonna bail on me? Is that it?
Xander’s response is interrupted by the noise of the others coming out
of the hardware store. Dickie holds up two bags full of ingredients for
him to see.
Dickie: (smiling) We got the cake mix! (puts the bags in the car)
Parker: Where you wanna bake it?
Jack: (ominously) Xander’s looking to leave.
Bob: No way. (comes around the car) We need a wheel man. (stands behind
Xander)

Dickie and Parker walk around the other way.
Jack: (menacingly) Xander doesn’t feel like he’s part of the group.
Xander: (placatingly) No. It’s just I’m kinda busy!
Bob comes around to Xander’s left. Parker stands to his right.
Bob: He doesn’t feel like part of the group because he hasn’t been
initiated.
Jack: Do you think he’s ready?
Parker: (puts his arm around Xander) Oh, I think he’s earned his
stripes. I say we let him in, boys. Huh?
Dickie: (chuckles) Woo-hoo!
Xander: (grins) Great! (nods) I wanna be in the gang, sure!
Parker: Alright! (nudges him in the gut) Yeah.
Jack: (lifts his finger to Xander) That’s the spirit.
Parker: Yeah.
Xander: (smiling, getting into it) What do I gotta do?
Jack pulls out Katie and holds the blade to his face. Xander’s smile is
instantly replaced with fear.
Jack: (twists the blade threateningly) You gotta die.
Parker pats Xander affectionately on the cheek.
~~ Part 3 ~~
In the street in front of the hardware store.
Xander: (nervously) Alright, guys, what… Let’s just talk about this.
Parker: Aw, you wanna be part of the gang now, don’t you?
Jack leers at him, constantly turning his knife.
Xander: Yes, yes, but I’m not dying to be in the gang, if you get
the, um… the pun there.
Bob: (insulted) What? You’re, you’re too good to be dead?
He grabs Xander by the lapels of his jacket and lifts him up.
Bob: You got a problem with dead people?
Xander shakes his head and mouths “no”, thinking quickly.
Xander: What about Jack? Jack’s not dead.
Jack lowers his knife, reaches down and raises his shirt for Xander to
see. There is a series of bullet holes across his gut. Bob releases
Xander so he can get a better look. Jack drops his shirt back down and
brings Katie back up level to Xander’s face.
Jack: Drive-by three weeks ago.
Xander: (exhales) Oh, boy.
Jack: Grandpappy found my body. I wasn’t gone but ten minutes before he
raised me. It’s a rush, man.

Dickie: (smiling) Let’s kill Xander. It’ll be fun!
Parker: Yeah, man, you could be a full-fledged member.
Jack: (steps closer and sneers) Come on, Xander. Take it like a man.
Xander: (takes a chance) Alright, enough! You guys have had your fun,
but you forgot about one thing.
He looks at Bob and Parker, and then makes a break for it.
Jack: Get him!
Xander runs across the street and into the outside seating area of the
Espresso Pump. They all give chase. Xander waits for them to follow him
into the cafe’, then makes another break for it, jumping up onto a table
and hopping over the low wall surrounding the area. He runs back across
the street and jumps into the car. The motor is still running, so he
throws it into drive, floors it and burns rubber out of there, leaving
the dead guys behind.
Bob: Damn him! (throws up his hands) There goes the wheels.
Parker: (plaintively) He took all our stuff, man.
Dickie: I wanna bake a cake.
Jack: (seething with anger) It’s alright. We’ll get more. The night is
young.
They all head back into the hardware store for more supplies.
Cut to Xander driving along the street, very relieved to have escaped.
Xander: I’d say that’s pretty much enough excitement for one evening.
Cut to a park. Faith gets thrown against a fence, pulled off and thrown
against it again by a member of the Sisterhood of Jhe. The demon pulls
her off again, but Faith shakes loose and does a backhand swing at the
demon’s head, making it snap hard to the side. Faith then punches it in
the gut and tries for a second hit to the head, but the demon blocks the
attempt, grabs Faith’s arms and throws her to the ground. Faith rolls
and comes back up to a fighting stance. The demon lunges at her, but she
kicks it in the knee and then roundhouse kicks it in the head. Without
pausing, Faith launches into a half spinning high wheel kick, which the
demon blocks with both arms. The demon throws Faith’s leg down, grabs
onto her jacket and swings her around and back into the fence. Back in
the street Xander rounds a corner and sees the fight in the park ahead
of him. The demon rushes Faith, who grabs the fence behind her and lifts
herself up to do a twin push kick to the demon’s gut, shoving her back
hard. Xander sees his opening, and just drives right into the demon,
knocking it back quite a ways onto its ass. He backs the car out into
the street again as Faith watches. The demon gets back to its feet and
starts her chase.
Xander: (to Faith) Get in!
Faith runs to the car and dives into the back seat. Xander guns it just
as the demon catches up, but she can’t run fast enough to grab hold of
the car, and is left in their dust.
Cut to Faith’s motel. Xander pulls the car to a screeching halt in a
parking spot. They both run out and up the stairs to her room, watching
for any pursuers. Faith opens the door and runs in. Xander is right
behind her and swings the door shut.
Xander: You think Demon Mama followed us?
He checks out the window, but doesn’t see anything. He rushes over to

the other window and checks there, too, but again sees nothing.
Faith: No, we’re cool. (takes off her jacket) The bitch dislocated my
shoulder, though.
She tosses her jacket aside, careful not to move her arm too much.
Xander comes back over to her.
Faith: Hold me.
He looks at her a bit confused, but gets closer and reaches out to her.
Faith takes his right hand and puts it on her left upper arm. He finally
realizes that he’s supposed to hold it steady. She reaches up with her
right hand and grabs hold of his jacket for leverage. She pulls her left
shoulder back and jerks it forward. Her shoulder audibly snaps back into
place. Faith heaves a sigh and rotates her shoulder around in different
positions.
Faith: That’s better. (sniffs) She got me really wound up.
She looks at Xander and runs her hand over his chest. She inhales and
exhales deeply.
Faith: A fight like that and… no kill… I’m about ready to pop.
She smiles at him, still rubbing her hand over his chest.
Xander: (nervously) Really? (looks down at her rubbing hands) Pop?!
Faith: (smiles sexily) You up for it?
She runs her other hand down the back of his neck.
Xander: (nods) Oh, I’m up.
She smiles at him and gets closer. She stops rubbing his chest and
lowers her hand to his crotch.
Xander: I’m suddenly very up. It’s just, um… (grins sheepishly)
I’ve never been up with people before.
Faith grabs his jaw and kisses him full on the lips with plenty of
tongue.
Faith: Just relax… And take your pants off.
She starts to push his shirt and jacket off of his shoulders.
Xander: Those two concepts are antithetical.
She yanks his shirt and jacket down his back and off his arms, and
throws them down. They lock in a passionate embrace and kiss each other
hard. Faith turns him around and shoves him back onto the bed. She jumps
up after him and straddles him.
Faith: Don’t worry. (pulls off her own shirt) I’ll steer you around the
curves.
She grins broadly down at him. Xander looks back up at her with more
than a little apprehension on his face.
Xander: Did I mention that I’m having a very strange night?
Cut to a shot of their reflection in the TV. Faith is on top of Xander
under the sheet, moving slowly and purposefully.
Cut to them cuddling afterward. Xander runs his fingertips across her
upper arm. They gaze into each other’s eyes for a while. Faith smiles at
him.

Cut outside her motel room door. She opens it and nudges Xander out. He
has only his underwear on and holds the rest of his clothes in his arms.
Faith is wrapped up in the bed sheet.
Faith: That was great. I gotta shower.
She closes the door on him. He just stands there, unsure of what just
happened. He looks at the door again, and soon realizes he’s just been
used. Mouth agape, he makes his way back to his car.
Cut to the library. Werewolf Oz is jumping around in the cage, very
agitated. Willow watches him, very worried.
Willow: I’ve never seen him like this.
Giles comes up behind her with the dart gun and hands it to her.
Giles: It’s the Hellmouth. He can sense it’s going to open. Be ready
just in case.
Willow checks the rifle as Giles goes to the cage to open it. He looks
back at her before he does.
Giles: Now don’t hesitate.
Willow raises the weapon to her shoulder and takes aim, anxious about
having to hurt Oz.
Willow: Do it.
Giles unlocks the door.
Giles: Now Oz…
Oz leaps up against the door and throws it open, knocking Giles to the
floor. He takes a leap toward Willow, but she’s ready and pulls the
trigger. The dart flies from the barrel and hits him in the side, and he
yelps and falls to the floor. It’s not enough to keep him down in his
agitated state, though, and he gets back up on all fours. Behind him
Giles scrambles to his feet.
Giles: AGAIN!
Willow retreats as she inserts another dart into the gun. Oz is
weakened, but he lunges toward her. Giles runs to get him from behind.
Oz jumps up onto the table just as Giles catches up and grabs him around
the chest. Oz raises himself up on his hind legs, growling fiercely as
Giles gets an arm around each of his, exposing his chest. Willow takes
the shot, and the werewolf yelps again. This time the Phenobarbital does
its job, and Oz collapses onto the table, dragging Giles down on top of
him. The wolf pants shallowly as Willow steps up to him and soothingly
pets the thick fur on his head.
Giles: We’ve got to move him before he wakes up.
Willow: (remorsefully to Oz) Sorry. I hope you’re not mad at me in the
morning.
Cut to Faith’s motel. Xander pulls on his jacket and gets into his car.
He checks himself in the rearview mirror and thinks about what just
happened. He sighs and looks into the back seat. There he sees the two
bags of stolen ingredients and grabs one to see what’s inside. In it he
finds a can of kerosene, a short length of galvanized pipe with caps,
wire, primer cord and an electronic timer switch. He takes a second look
at the can of kerosene and realizes that the “cake” really isn’t.
Xander: Hey! They’re not baking any cake.
He quickly sets the can aside and starts the car.

Cut to the hardware store. He comes to a stop in front of it. The place
is a mess, but Jack and his gang are nowhere to be seen.
Xander: Long gone. Probably loaded with supplies. Gotta think.
He looks into the store and tries to concentrate.
Xander: I can’t believe I had sex. (catches himself) Okay, bombs.
Already-dead guys with bombs. (realizes) Oh, man, I’m outta my league!
Buffy’ll know what to do.
He takes off for Angel’s mansion.
Cut to the mansion. Buffy and Angel are inside arguing.
Buffy: (pleading) I don’t know what to do.
Angel: Then let me decide for you. I can face this thing.
Buffy: (protests) You can’t.
Angel: Look, I, I can at least buy you enough time for Willow’s spell
to bind it.
She stares speechlessly at him.
Angel: Buffy, this is worse than anything we’ve ever faced. It’s the
only way.
Buffy: (voice cracking) I can’t watch you die again.
He lifts his hand to her cheek and rubs it gently, looking deeply into
her eyes.
Angel: I love you.
Buffy: (takes his hand) I love you.
Angel: Nothing can change that. Not even death.
She jerks his hand away and steps back, angry about his defeatist
attitude.
Buffy: Don’t talk to me like that! You may be ready to go, but I am
not ready to lose you. Okay, this is my fight, and if you won’t do it my
way, then you’re…
She is interrupted by Xander clearing his throat. She turns to face him.
Xander: (grins) Hey. I’ve got this, um… There’s this, uh… (grins
sheepishly)
Buffy and Angel look at him expectantly. Xander sees the sadness in
their faces and the tear streaks on Buffy’s cheeks.
Xander: (awkwardly) It’s probably a bad time.
He turns to go, but looks back at them again.
Xander: Can I help?
They both shake their heads at him.
Xander: Okay.
He walks out the door. Buffy turns back to Angel, and they look at each
other sadly.
Cut to the atrium at the mansion. Xander walks to the stairs and starts
up and out.

Xander: Okay, I can work this out. I just got to figure out what they’d
be likely to bomb.
Cut to Sunnydale High School at night. Cut to the library. Giles has
cleared away the table and chairs and painted a black circular figure on
the floor. Eight rays extend from the edge. Inside are four small
semicircles which mark the four corners. At the center three short lines
intersect. A lit candle stands on each line and a fourth at their
intersection. All around the circle and the room are more candles. Giles
is busy lighting them as he recites a spell from a book.
Giles: Terra, vente, ignis et pluvia. Cuncta quattuor numina, vos
obsecro. Defendete nos a recente malo resoluto.
Translation: Earth, wind, fire and rain. Linger four gods, we implore
you. Defend us, immediately after I will release you.
Willow returns to the library with the tranquilizing gun and sets it
down on the counter as she passes by.
Willow: Okay. Oz is moved. He could barely walk after that mickey I
gave him, but we made it. Is he gonna be alright there?
Giles: Anywhere is safer than here. Um, help me with the candles.
He tosses her the lighter, which she catches.
Willow: We’re doing the binding spell from the Hebron’s Almanac?
Giles: Yes, but once it’s ready, (lights a match) you’re to stay back
and let me finish the recitation. (Willow starts to protest) Don’t
argue. I want you safe. Who knows what’s going to come up from beneath
us.
Willow crouches down and starts lighting more of the candles.
Cut to the boiler room. Dickie puts the finishing touches on the bomb.
They have it assembled on top of an oil barrel. Dickie plugs in the
timer, and switches it on.
Parker: Whoo!
He taps the keys and sets it for sixty minutes. Dickie plugs in the last
wire, and the countdown starts. They all chuckle under their breaths.
Jack walks up to the bomb and checks it out.
Jack: This is gonna be large! (smiles at Parker)
Parker: Oh, yeah!
Dickie checks the wiring once more as they all laugh.
~~ Part 4 ~~
The streets. Xander drives to the school.
Xander: (frantically) Giles will know what to do. He’s way more calm
than Buffy.
He turns a corner and sees the dead boys walking and laughing.
Xander: Okay, I got a plan.
Jack and Bob hear him approaching and turn around.
Bob: Hey, our wheels.
The group splits up, and Xander drives up between them, slowing down as
if to stop. Parker is right up by the car, so Xander reaches out and

grabs him.
Parker: Hey!
Xander hits the gas and takes off, dragging Parker alongside. Cut around
the next corner. Xander drives around it and weaves the car side to
side. The other boys chase him. Cut to Xander holding onto Parker.
Parker: (scared) Stop! C’mon, man! Stop!
Xander: Where’s the bomb?!
Parker: It’s in, it’s in the high school!
Xander: In the school where?!
Parker: Oh, God, this really, really hurts!
Cut to the street. Xander screeches around the next corner.
Parker: Stop!
Cut to Parker.
Parker: It’s in the, it’s in the boiler room.
Xander: Alright. Now I’m gonna ask you this once, and you better pray
you get the answer right.
Parker: (still scared) Okay, okay.
Xander: How do I defuse…
He never finishes his question, because he drives too close to a
curbside mailbox, and the impact knocks Parker’s head off. Xander

screams in horror at the sight and releases his hold on Parker’s now-
headless body. He looks back at the others and guns the car.

Xander: (chagrined) I probably should’ve left out that whole middle
part.
Bob and Dickie keep up the chase. Jack stops to check on Parker.
Dickie: He’s headed for the school!
Cut to a hall in the school. Xander barges through a door and runs past
the basement access door. He comes back to it and notices the sign
stating “Door to remain locked at all times”. Jack, Bob and Dickie crash
through the hall door and start to chase him.
Jack: There he is!
Xander starts to run down the hall again.
Xander: Where’s a Slayer when you need one?
Cut to the library. The Hellmouth has opened, and the same huge, green,
multi-headed, tentacled demon that erupted from it less than two years
before looms over the heads of Buffy, Faith, Angel, Giles and Willow,
only now it’s much larger. Bolts of energy flash about like lightning.
Giles: Oh, my God. It’s grown.
The camera passes through the group to the doors, where Xander runs by
followed a moment later by Jack and then Bob and Dickie in rapid
succession. Dickie is distracted by the noise and lights coming from the
library and backtracks to have a look. He peers in through one of the
round door windows and sees the Hellmouth demon waving its three heads
around.

Dickie: Wow.
Jack: C’mon, man!
Dickie joins the chase again.
Cut to another hall. The dead boys have lost Xander. They open a set of
doors and stop at the hall intersection.
Bob: Which way?
Jack: He couldn’t have gotten far. Let’s split up.
Bob goes right, Dickie goes left and Jack heads straight ahead.
Cut to the stairs by the student lounge. Bob comes bounding down and
stops at the base. He looks around and notices a fire ax on the wall. He
smashes the glass and pulls it out.
Bob: Good for chopping.
He heads into the student lounge. A moment later Xander runs into the
student lounge and runs up to the couches. From off to the side Bob
swings the ax at him. Xander reacts fast and stops short of being
sliced, but loses his balance and falls backward onto a table. He rolls
off of it and onto the floor. Quickly he scrambles to his feet, but
immediately gets knocked onto another table by a punch from Bob.
Bob: Now this is what I call fun.
He wields the ax back and swings it down at the table. Xander rolls away
just as the head of the ax embeds itself into the table, and he comes up
standing next to Bob. He backhand punches Bob in the face, stunning him,
grabs him and swings him around head first into another table. Bob falls
to the floor and lies there on his back, dazed by the impact. Xander
pulls the ax from the other table, looks down at Bob and goes over to a
vending machine. He slips the blade of the ax behind the machine and
uses the handle as a lever to pry it away from the wall. It tilts over
and falls right onto Bob’s head, crushing it.
Back out in the hall Dickie comes through a door and runs into the
student lounge. He sees Bob’s body lying there and stops, looking at it
aghast. Xander steps out into the open holding up the ax.
Xander: Should’ve learned by now. If you’re gonna play with fire, you
gotta expect sooner or later…
Dickie takes off running before Xander can finish delivering his Clint
Eastwood line.
Xander: (insulted) I wasn’t finished!
Dickie disappears back out the same door he came in.
Xander: Note to self: less talk.
He starts to run after Dickie.
Cut to the hall outside the library doors. Suddenly the doors burst
open, and Buffy comes flying out backward, landing almost at the far end
of the hall by the door leading outside. The three heads of the
Hellmouth demon come slithering through the doors after her. Buffy gets
up and runs back at it.
Buffy: Faith! Go for the heart!
Cut to another part of the hall. Dickie runs around a corner and
disappears down an adjacent hall. Xander is right behind him with the
ax. A moment later Xander comes running back with Dickie right behind
him. Right on their heels are three members of the Sisterhood of Jhe.

Xander runs into a room and off to the side. Dickie follows him but runs
through it to the nurse’s office. He whips the door open, runs in and
finds himself trapped. The demons run in after him and start ripping him
apart. Xander takes a few deep breaths to calm himself.
Xander: Okay, boiler room.
He turns back toward the door, but is stopped by one of the heads of the
Hellmouth demon when it breaks through the wall next to him.
Xander: Other way.
The head roars after him as he runs away.
Cut to the basement. Xander kicks open the door, enters cautiously and
makes his way down the stairs. At the bottom he opens the door to the
boiler room and looks in. There in the middle of the room he sees the
bomb. The timer is ticking away.
Xander: Hello, nasty.
He steps into the room and closes the door behind him. He gingerly goes
over to the bomb and checks the timer as he sets down the ax.
Xander: (breathing hard) Less than two minutes. Dumb guy. Little bomb.
How hard can it be?
Suddenly Jack grabs him from behind and throws him into a work bench. He
hits it hard and falls to the floor. Xander gets back up only to find
himself face-to-face with Jack.
Jack: And it just got harder.
Xander: I’m not leaving till that thing’s disarmed.
Jack: Then I guess you’re not leaving.
He swings a right at Xander, which he blocks. Jack swings a high left,
which Xander ducks. Jack swings a right again, and this time hits Xander
in the jaw, making him stagger back into a wall. Jack pulls Katie out
and tries to stab Xander, but he catches Jack’s arm and manages to hold
him back. Jack doesn’t let up, though, and keeps pressing into him.
Xander glances over at the bomb, which is ticking away.
Jack: (angrily) I’m gonna carve you up and serve you with gravy. You
piss me off, boy. Now you pay the price. First the eyes, then the
tongue. I’m gonna break every one of your fingers.
Xander: You gonna do all that in forty-nine seconds?
Jack looks over at the bomb, and Xander seizes the opportunity to push
him back, grab him by the jacket and shove his head into the wall. He
pulls him back from the wall and punches him in the face. Jack comes
back up unfazed, grabs Xander by the pants and flips him over onto a
crate. He quickly gets back up, and the two boys start to come at each
other again, but then stop when they realize they don’t have time for
this. Jack glances over at the exit sign above a door.
Xander: I know what you’re thinkin’. Can I get by him? Get up the
stairs, out of the building, seconds ticking away… I don’t love your
chances.
Jack: Then you’ll die, too.
Xander: (raises his eyebrows) Yeah, looks like. So I guess the question
really is… who has less fear?
Jack: (tries to psyche Xander out) I’m not afraid to die. I’m already
dead.

Xander: Yeah, but this is different. Being blowed up isn’t walking
around and drinking with your buddies dead. It’s little bits being swept
up by a janitor dead, and I don’t think you’re ready for that.
He’s proven right when Jack makes a move for the door. Xander matches
his move, and Jack realizes there’s no way he can get out. They face
each other from opposite sides of the bomb. Xander is oddly calm whereas
Jack is clearly afraid.
Jack: Are you?
Xander: (glances at the bomb, smiles thinly) I like the quiet.
Cut to the library. Angel and Faith fight one of the Sisterhood. She
swings at Angel, but he ducks the punch. He swings at her, and hits her
dead in the face. Giles swings at the Hellmouth demon with an ax, still
trying to force it back the rest of the way as he recites the rest of
the binding spell.
Giles: Omnia… vasa… veritatis!
Translation: All things… the vessel… of truth!
Giles: Now, Buffy!
From above him, at the stack level, she starts to swing at the creature
with a battleaxe.
Cut to the boiler room. The two boys are still facing off with the bomb
between them. The timer counts down the last few seconds.
00:12, 00:11, 00:10, 00:09…
The boys stare each other down, both taking deep breaths.
00:08, 00:07, 00:06…
Xander stands his ground. Jack is starting to have second thoughts.
00:05, 00:04…
Xander gives Jack a little frown, saying in essence, “Too late now.”
00:03, 00:02…
Jack caves and quickly reaches in and pulls a wire. The timer goes
blank. He drops the wires and pulls his hands away. It takes Xander a
moment to realize that it’s over.
Xander: Good boy.
He steps over to Jack and looks him straight in the eyes.
Xander: I don’t think I wanna be seeing you on campus anymore, Jack.
He goes over to the door he entered from, gives Jack one last look,
opens it and leaves, closing it behind him. Jack walks toward the other
door.
Jack: I’m not going anywhere, Harris. The first time you turn your
back…
He pulls the door open, and werewolf Oz jumps out at him. Jack screams
as he hits the floor and gets mauled.
Cut to the school the next day. Students come and go as though nothing
has happened. Dissolve to the quad. Students go about their business.
Willow: Even after the Hellmouth was closed, you could still hear it
screaming.

Dissolve to her, Buffy, Giles and Oz sitting at a lunch table. They all
sit quietly. Dissolve to a close-up of Giles and Oz.
Oz: But Angel’s gonna be okay?
The camera pans over to Buffy and Willow. Buffy’s right arm is in a
sling.
Buffy: He was only out for a few minutes. Longest of my life.
Willow: (shakes her head) I will never forget that thing’s face. Its
real face, I mean.
Giles: Yes.
Buffy: (to Giles) I don’t know how you managed. (he looks up at her) It
was the bravest thing I’ve ever seen.
Giles: (grins) Stupidest.
He turns his face revealing several nasty scratches across his left
cheek, ear and neck.
Giles: But the world continues to turn.
Willow: No one will ever know how close it came to stopping. Never know
what we did.
Xander: (finds them) Guys…
Willow: Xander. Boy, you’re lucky you weren’t at school last night. It
was crazed.
Xander: (shrugs) Well, uh, gimme the quiet life. (grins) I’m gonna grab
a snack. Anyone want?
Giles: (quietly) No, thank you.
Xander: Oz?
Oz: No. I’m oddly full today.
Xander: Okay.
He goes to get his snack, but runs into Cordelia, who is eager to begin
the game again.
Cordelia: Ooo, look, it’s Mr. Excitement. On another life-or-death
doughnut mission, or are we just cruising for bimbos again, giving them
lessons in lack of cool?
He just smiles at her. If only she knew. Of course, she doesn’t have a
clue.
Cordelia: What?
He smiles more broadly and just walks past her.
Cordelia: (unnerved) What?
Xander just keeps walking away, never looking back.
Cordelia: (insistently) What?!

Marianne LeBlanc
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