Season 3 | Episode 51 | Enemies

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Episode Summary

After a rather uncomfortable time at the movie theater, Angel and Buffy remind themselves that they can still love each other completely without going all the way. Their kiss is interrupted by the arrival of Faith, who has been cleared by the Council to resume her Slayer duties.

Buffy leaves Angel to join Faith on a nightly patrol around town. In one of the cemeteries, they encounter a demon who offers to sell them the Books of Ascension for the price of $5,000.

He mentions the Mayor’s interest in the books, which motivates Buffy to stop Faith from killing the demon. Buffy wants to know more about these books and why the Mayor would want them. After Buffy heads home, Faith reports to the Mayor about the demon and his offer.

Mayor Wilkins orders Faith to hunt down the demon, kill him, and retrieve the Books of Ascension. In the library the next morning, Buffy tells Wesley and the others about the previous night’s patrol.

Following a tip from Willow, Giles locates a passage in one of his texts that refers to the Ascension. On the supposed day of a previous Ascension, an entire town was apparently wiped out. Cordelia enters the library and indirectly asks Wesley out for dinner later that week.

Meanwhile, Faith tracks the demon all the way to the apartment where he’s been staying. She attempts to kill the demon with one stab of her knife, but the demon doesn’t give up so easily. After a rough struggle, the demon finally dies, leaving his blood on Faith’s hands.

Faith stares at her hands for a moment, visibly shaken. She then collects the books and leaves. Later that night, Faith visits Angel at the mansion. She shows him her hands which are still stained with the demon’s blood.

Angel listens as Faith expresses her dismay over possibly losing control. Angel embraces her for comfort, leading Faith to try to initiate a kiss. Angel backs off, reminding Faith that his heart belongs to Buffy. As Faith leaves, she gives Angel a small kiss on the cheek.

This kiss is witnessed by Buffy, whose arrival at the mansion goes unnoticed. At City Hall, Faith tells Mayor Wilkins that she failed in her plan to give Angel the moment of true happiness required to lift his soul. The Mayor decides to take another course of action.

The next day, Wesley instructs Buffy to take Faith and find the demon. Xander arrives with the demon’s address, which he obtained by bribing Willy the bartender. Buffy is reluctant to bring Faith along, who soon shows up and is filled in on their orders.

Buffy and Faith enter the demon’s apartment and find his dead body on the floor. During their assessment of the scene, Buffy senses something wrong about Faith’s behavior.

Meanwhile, Mayor Wilkins summons a shrouded man to his office for a special job, one that involves the removal of one’s soul. Back at Sunnydale High, Buffy tells Willow what she saw at the mansion between Angel and Faith.

Willow assures Buffy that she has nothing to worry about, for Angel would never fall for Faith’s moves. Little do they know that Faith is at the mansion at this very moment, putting the moves on Angel once again.

When he places his hands on Faith’s shoulders to let her know that everything will be okay, she douses a dark liquid onto the center of Angel’s chest. The shrouded man suddenly appears out of nowhere and casts a spell that surrounds Angel in a field of energy.

Once Angel falls to the floor, the shrouded man disappears. When Angel gets back up, he’s in full vamp-face, hungry for Faith’s kiss. After they part lips, Angel knocks Faith to the floor. He thanks her for turning him back into the evil Angelus.

Faith whips out her stake and forces Angel to listen to her. When he finally agrees, Faith leads him to the Mayor’s office… but not until after they kiss again on the floor.

At the library, Willow notifies Wesley, Giles, and the others that her computer searches for the Mayor’s files have turned up as dead ends. Oz suggests researching the Mayor at the Hall of Records.

While Wesley, Willow, Oz, and Cordelia head to the Hall of Records, Xander decides to patrol the streets for any further information. Buffy, in the meantime, heads back home to prepare for an investigation of Mayor Wilkins’ office.

At the office, the Mayor has a hard time getting Angel’s undivided attention. Angel tries to kill Mayor Wilkins with a letter opener. However, the Mayor reveals his invulnerability to the vampire. Mayor Wilkins then orders Angel and Faith to take care of the other Slayer in town.

On their way to Buffy’s house, Angel and Faith see Xander walking down the street towards them. Xander tries to find out where they’ve been, but the only response he gets is a right hook from Angel’s fist.

As Xander falls to the pavement, unconscious, Angel and Faith continue walking without missing a step. Joyce lets both of them into the house.

Upstairs, Angel and Faith tell Buffy that they have the Books of Ascension at the mansion, and they want Buffy to be with them when they deliver the books to Giles. At the Hall of Records, the gang locates an old photograph of Mayor Wilkins that was taken a century ago.

As Wesley realizes that Mayor Wilkins must be over a hundred years old, Xander arrives to tell them about the return of Angel’s bad self. Wesley suggests that they inform Giles, but Xander’s news of Faith’s involvement leads them to look for Buffy immediately.

Buffy follows Angel and Faith to the mansion. Once there, Angel reveals his recent change in personality to Buffy. Attempting to escape, Buffy finds her exit blocked by Faith. Angel knocks Buffy out cold, then ties her up in chains.

When Buffy comes to, Faith explains her reasons for taking the path she’s taken. Faith couldn’t tolerate being in Buffy’s shadow ever since she arrived in Sunnydale. The popular belief that Buffy is superior to Faith has driven the new Slayer to where she is today.

Buffy taunts Faith by claiming that she can stop the Mayor’s Ascension. Faith laughs this off, telling them that the Ascension cannot be stopped and will take place, as planned, on Graduation Day.

With this information out in the open, Angel drops the evil Angelus act, while Buffy drops the chains that were supposedly restraining her. When Faith realizes that it was all a set-up, she shoves Angel to the side and attacks Buffy.

Wesley, Xander, and the rest of the gang arrive just in time to see Angel falling towards them. As Angel and Xander go down, Buffy and Faith battle to a stand-still, with a knife held up to each other’s throat. Faith calls Buffy’s bluff, then runs out of the mansion.

Mayor Wilkins comforts Faith at her new apartment by reminding her that once the Ascension takes place, her broken friendship with Buffy and the others will be irrelevant. At the library, Giles thanks the shrouded man for participating in the scheme to expose Faith and the Mayor’s plans.

The shrouded man announces that his debt to Giles has been paid. After the shrouded man disappears into thin air, Giles informs everyone that he introduced the shrouded man to his wife — thus, the debt.

While Wesley and the others discuss the newly-learned information concerning the Ascension and its date, Buffy reminds Xander that Angel was only acting when he punched him. However, Buffy doesn’t seem so sure of her own words.

Later, Buffy visits Angel at the mansion. He assures Buffy that he never meant to take the act so far as to hurt her. Disturbed by the harsh reminder of what Angel could become again, Buffy insists that they put their relationship on hold for a while.

Shooting Scripts

Teaser

EXT. SUN CINEMA – NIGHT
The doors to the Sunnydale Cinema open up and out pours the twenty-something crowd who’ve just
seen a movie. One couple’s kissing. The next couple’s kissing and groping – clearly this was a steamy
pic. The third couple of BUFFY and ANGEL. Both shell-shocked. Standing a full foot apart, arms folded
tightly, two walking stiffs.

BUFFY
Well.
ANGEL
Well.
BUFFY

That was… well it was very artistic.

ANGEL
Yeah…
BUFFY

Not quite what I’d expected… I’d never
actually seen – well from the title I
thought it was about food.
ANGEL
There was food…
BUFFY
(remembering)

Right. The scene with the… food. Do
you feel like getting some hot
chocolate? Or some cold shower?

ANGEL

I’m sorry. I wanted to take you out
somewhere fun. It’s been awhile
since I’ve been to the movies.
They’ve changed.
BUFFY
Little scary.
(Angel nods)

And a little not, which is also scary.

She has stopped, turned to him.

BUFFY (cont’d)

I’m just sorry to get you worked up
like that. We can’t do any of that stuff;
you’d lose your soul, and besides I
don’t even OWN a kimono.
ANGEL

Buffy, you don’t have to worry about me.

BUFFY

I just don’t like to rub your nose in it.

(perplexed)

Suddenly wondering where that phrase

comes from…
ANGEL
(smiling)

I don’t need to see movies to get
worked up. Just being around you does
that just fine. It doesn’t mean I’m
gonna lose control. Or that I’m only
frustrated around you. It feels nice just

to feel.
BUFFY

It doesn’t drive you crazy? Even when

we’re… close?
ANGEL
Watch this.

He kisses her.

ANGEL (cont’d)
See? Safe as houses.

She kisses him back. It lasts awhile, until we hear:
FAITH

Check out the lust-bunnies.

Buffy and Angel part, embarrassed, and turn to face FAITH, standing between them.

BUFFY
Patrol?

Faith nods.

ANGEL

The council has you back on
active duty?
FAITH
Finally.
(to Buffy)

They want us down by Mercer.

BUFFY
Okay.
(to Angel)
G’night…
ANGEL
I’ll see you soon.

Sadly, Buffy leaves Angel, starts off with Faith – but lingering, not letting go of Angel’s hand.

FAITH
(to Angel)

Don’t worry, big guy. Just keeping her

warm for you.
She gives Angel a big juicy wink and we CUT TO:
EXT. GRAVEYARD – NIGHT

Buffy and Faith patrol, unaware that they’re being followed (We track them through a roving P.O.V.
shot, then cut back to regular perspective).

FAITH

Gotta tell you, B., with the willpower

thing – nice job.
BUFFY
Thanks, and… huh?
FAITH

The close but no cigar deal with Angel.
I don’t know if I could handle, you
know, the way you’re… not
handling it?
BUFFY

Faith, when it comes to Angel, do me

a favor?
Unseen, an ominous shadowed FIGURE rises up behind them…
BUFFY (cont’d)
Duck.

Faith DUCKS as Buffy PUNCHES the shadow figure full in the face. It crashes into a tomb wall and the
two Slayers, stakes out, pin it to the wall. This is SKYLER, a Demon in a coat and hat.

SKYLER

Ow! What are you, nuts? Going around

punching people.
BUFFY
People?
SKYLER

So, what, I’m a demon that makes it

okay?
Buffy and Faith pull stakes back to STRIKE…

SKYLER (cont’d)
Hold it! Whoa! Stake me now, you
never find out what I got for you. Think
about it, demon seeks Slayers, highly

unusual …

They lower the stakes, listening for now…

SKYLER (cont’d)
Plus you ruin a perfectly good suit.

FAITH

Talk fast. My partner’s crazy. Don’t
know how long I can hold her back.

Buffy gives Faith a look, then plays along.

SKYLER

How’d you like to get your hands on
the Books of Ascension?
BUFFY
Never heard of ’em.

SKYLER

Books of Ascension. Very powerful
works, and I am not talking about

the prose.
(more)

They deal with some dark stuff, and the
Mayor would hate it if someone got
ahold of them before he… you know.

On hearing “Mayor,” Buffy’s interested. Faith’s edgy.
BUFFY

No, I don’t know. Before the Mayor what?

SKYLER

Hey, read ’em and weep. That’s all I
got to say. Tomorrow I get the books.
Meet me here. If the price is right, I
give the Books to you.
BUFFY

I’m not looking to trade with a demon.

SKYLER

And if this were still a barter economy,
that would be a problem. I want cash,
princess. Five large, for the whole set.

FAITH

So you can buy… and I’m guessing
here, skin care products?
SKYLER

Plane ticket out of the Hellmouth before
it’s adios, Slayer Loco. So. Five Gs.
What do you say?
FAITH

I think “Die, fiend” kind of sums it up.

(to Buffy)
Wouldn’t you say?
Skyler bolts. Faith is ready to give chase, but Buffy stops her.
BUFFY

Let him walk. I don’t think he falls in
the ‘deadly threat to humanity’

category.
FAITH
Demon’s a demon.
BUFFY

I wouldn’t mind knowing about this
Ascension thing. Anything that can pin
the Mayor down would be cool.

FAITH
Yeah. It’d be cool.

Buffy is looking where Skyler went. So she doesn’t see the dead expression in Faith’s eyes.

BLACK OUT.

END OF TEASER

Act One

INT. MAYOR’S OFFICE – NIGHT
We see a close-up of Faith’s face. She doesn’t look happy. The Mayor paces back and forth before
her.

MAYOR

And what exactly did this demon look like?

FAITH
Demonic.
MAYOR

And you say he has the Books of
Ascension, or will soon, and he was
willing to… sell them?
FAITH
That’s what I said.
MAYOR

Hmm. You know what I wish? I wish
that you would pull your hair back.

Not what Faith was expecting.

MAYOR (cont’d)
I know, fashion isn’t exactly my
“thing,” but gosh darn it, you’ve got
such a nice face. Can’t understand why

you hide it.
FAITH

Yeah, sure, whatever. It’s just a matter
of time before this demon guy spills.
Then Buffy and the Super Friends are

gonna…
MAYOR

You worry too much for a girl your age.
That’s unnecessary stress. Luckily, I
have just the thing.

He goes to his cabinet, selects something we cannot see. Pours it into a glass. Presents the glass to
Faith. A tall glass of MILK. Faith just looks at the milk like it’s radioactive.

MAYOR (cont’d)

First, load up on calcium. Then, find
this demon. Kill the heck out of him,
and bring the books to me.

FAITH

And if Buffy gets to him first?

MAYOR

Oh. Well, frankly, I don’t like to think
about that. I like good, positive, “up”
thoughts. If you failed me in that way…

He searches for the words.

MAYOR (cont’d)

Well, replacing Mr. Trick was chore enough.

(off Faith’s look)

Oh, don’t worry. And drink up.
There’s nothing “uncool” about healthy

teeth and bones.
FAITH
I don’t do milk.
MAYOR

No? Oh. I know what you want.

He produces a box of powdered chocolate. And a spoon. Spoons a big healthy spoonful of chocolate
into the milk, stirs. Stands back, arms folded.

MAYOR (cont’d)
Drink up.
Faith, looking uncomfortable, drinks the chocolate milk.
MAYOR (cont’d)
There’s my girl.

INT. LIBRARY – DAY
Wesley, looking more than a little puzzled, paces before Buffy. She sits with Willow and Xander. Giles
stands by his office door, leafing through a thick old book.
WESLEY

And you say this demon wanted cash?
That’s very unusual.
GILES

Demons after money. Whatever
happened to the still-beating heart
of a virgin? No one has
standards anymore…
BUFFY

He said the books were worth
the price.
XANDER

So what’s this Ascension mean?

GILES
I’m not sure…
WESLEY

Not really a common term in
demonology…
WILLOW

Ooh! Ooh! The Merenshtadt Text! I
think the section on genocide has
something about ascension.

BUFFY
Wow. We have a winner.
XANDER
(re: Watchers)
And more importantly, two losers.

GILES

Where did you find that volume?

WILLOW

In the top of your book cabinet, with
the stuff you try to keep hidden.

Giles scowls, but goes to retrieve the book.

XANDER

Hidden? Any engravings I should know
about? Frolicking nymphs of some

kind?
WILLOW

No, just magic secrets Giles doesn’t
think I’m ready for.

Giles returns with the book.

BUFFY
Anything?
GILES

Yes, quite. There’s reference here to the
journal of Desmond Kane, pastor of a
town called Sharpsville. “May 26th,

  1. Tomorrow is the ascension. God
    help us all.” That was last anyone

heard.
WESLEY
Of Kane?
GILES

Of Sharpsville. The town more or less
disappeared, it seems.
BUFFY

So, ascension possibly not a love-in.

GILES

I think you’ll want to meet with this

demon, Buffy.
BUFFY

Yeah. Anybody got five thousand

dollars?

CORDELIA enters.

CORDELIA
(to Wesley)

Can I ask something important?

XANDER

Cordelia? Important? Let’s starts
calculating those odds, people.
CORDELIA
(to Wesley)

What are you doing Friday night?

That stops the room. Cordelia plows on.

WESLEY

As always, my sacred duty as Watcher
prevents me from… why?

CORDELIA

I have to write a paper. For English.
And you’re English, so I thought…

The group just watches, slack-jawed.

CORDELIA (cont’d)
What? Is it so wrong to be getting an
insider’s perspective?
(to Wesley)

I study best in a good restaurant.
Around eight-ish. Think it over.
She leaves. Wesley tries hiding his joy from the group’s collective stare.

XANDER

And on the day the words “flimsy
excuse,” were redefined, we stood in
awe, and watched.

Wesley snaps out of it.

WESLEY

Right. Books of Ascension. Mayor.
Slaughter. Bad. Tell you what: Why
don’t we try to find this demon sooner
rather than later. Perhaps persuade him
to lend us his books free of charge.

BUFFY

I think Faith might be useful in the
persuading part.
WESLEY

I imagine so. Where is Faith, anyway?

INT. APARTMENT – DAY
Skyler is packing up a suitcase – sloppy and fast. We see a toothbrush, some hangers, and a talisman
thrown into a bag.
Skyler is packing up and leaving his ratty apartment. Seen in the background, on a crappy little
table, next to a box of cereal, are the BOOKS OF ASCENSION. Five heavy volumes of cracked,
leather-bound, ancient tomes.
Everything’s packed except the books, and a goldfish bowl with a single goldfish swimming inside.
Skyler picks up the bowl, takes it to the suitcase…
CRACK! Suddenly, the door is kicked in, cracking the hinges. Standing there in the hallway is Faith.

SKYLER

Hey! Slayer! I wasn’t expecting
company, give me a minute and I’ll
have the place tidied up for…

FAITH
You got the books?
SKYLER

Depends. You got my money?

She hits him.

SKYLER (cont’d)
You’re tough in negotiations.
I respect that.

He stands, crosses to the refrigerator. Behind it, unseen, there’s a LIGHT SWITCH. Skyler flips it on.
A single bare overhead lightbulb goes on, illuminating the Books.
SKYLER (cont’d)
Check ’em out. That’s quality
merchandise. Worth five grand, easy.

FAITH
Books of Ascension?
SKYLER

Original editions and everything. Great
condition: A little worn on the spine,
slight foxing, otherwise perfect.

Faith ignores him, flips through them.

SKYLER (cont’d)
Now the five grand is, you
know, negotiable.
FAITH
I don’t like to haggle.

She STABS him, plunging the knife into his chest, one thrust, a clean kill. Over. She stands, starts
collecting the Books when…
A HAND SHOOTS OUT and grabs Faith’s angle. Skyler’s not dead. Faith freaks. She kicks him away,
but his powerful hands claw up her body, to her throat.
Faith hacks away at Skyler, horrified. It’s self-defense and butchery at the same time.
He finally dies. And she heaves his body off of her, staring in horror.
The only sound is silence, and Faith’s heavy breathing.
INT. MANSION BEDROOM – NIGHT
Angel alone. Preparing for bed. He turns to see Faith standing in the doorway before him.

ANGEL
Faith.
FAITH
Angel.
(beat)
I got nowhere else to go.
Angel hesitates for just a second. Faith looks like she’s about to lose it.

FAITH (cont’d)

Look, I hate asking for help. But I’m
asking. ‘Cause I… I’m in trouble. Like

the real kind.
ANGEL
It’s okay.
FAITH

Nah, it’s… a couple of county lines
over from okay, believe me.

ANGEL
I believe you.

Angel lets her in. She sits on the bed, eyes staring forward, in her own world of fear.

ANGEL (cont’d)
Just talk. Start at the beginning.

FAITH

Mind if I skip past the “Mom never
loved me” part and get right to it? I’m

scaring myself.
ANGEL
I know the feeling.
FAITH

That’s why I came to you. I don’t want
to get all twelve-steppy, but remember,
you told me that killing people’d make
me feel like some kind of God?

Angel nods. Faith shows him her hands. Blood.

FAITH (cont’d)
Think I just came down to Earth.

Angel examines her hands, concerned.

FAITH (cont’d)

It’s not human, if that’s what you’re
thinking. Not that that makes me feel
any better. Or this guy any less dead.

ANGEL

Faith. You need help. And you can’t

do it alone.
FAITH

I know. For real now, I’m scared.
Scared of what I am, what I’m turning
into. Cold blooded, straight-up killer.

Like you.
ANGEL

No. You’re not like me. I didn’t have

the choice.

He looks in her eyes, driving the point home.

ANGEL (cont’d)
But you do. You can stop this.

Faith nods. He’s getting through to her.

FAITH

Hey, believe me. I don’t want to end up
the way everybody said I would – dead

or alone or a loser.
ANGEL
You don’t have to.
FAITH

But, I don’t know, maybe it’s too

late for me.
ANGEL
It’s not.

FAITH
Angel I’m so scared…

She clings to him, near tears. He puts her arms around her. Pats her, consoling.
She buries her face in his neck. He holds her. After a moment her face is against his cheek and she is
gazing into his eyes. Swept up, she brings her lips to his. It takes him a tiny split-second to figure it
out.

ANGEL

Whoa. Faith, no. I can be here

for you…

He takes her hands in his.

ANGEL (cont’d)
But not like that. I’m with Buffy.

FAITH

Buffy. Yeah. I didn’t mean it like that.
Maybe I did, but I wouldn’t press it. I
got my flaws, I’m aware, but… that
ain’t one of them.

She isn’t going in for more kissing, but she isn’t pulling that far away, either. And she won’t break
eye contact.

FAITH (cont’d)
You love her, don’t you.
ANGEL
I love her.
FAITH

Good for you. She’s my friend too, you
know. Might not have guessed it just
now, but it’s true. The two of you –
you’re lucky. We friends?

She gives him a hug. He returns it.

ANGEL
We’re friends.
FAITH

Then I’m lucky, too. I better go.

ANGEL
Where?
FAITH

I need to cool down, spend some time
alone. Don’t worry about me. You’ve
been a big help. Just knowing
someone cares…

She lingers a moment, looking at him with real affection. Then stands to go. Angel sees her out.

FAITH (cont’d)
You know, maybe I shouldn’t be
asking this, but do you think, if things
were different, that things with you and
me’d be different, too?
ANGEL
We’ll never know.

FAITH
Right. How could we?
ANGEL
Take care of yourself.
FAITH
Lifetime of practice.

Faith gives him a kiss on the cheek.
EXT. MANSION GARDEN – NIGHT
Buffy stands outside, watching Angel and Faith talk. From where she’s standing, they could be saying
anything. Anything intimate.
Buffy turns and leaves, her face showing confusion and heartbreak.

FAITH (O.S.)

It’s not like I wasn’t trying, okay?

INT. FAITH’S APARTMENT – NIGHT
Faith sits on the bed. Looking sullen.

MAYOR

There’s no need to convince me. I’m
sure you gave it your level best. I just
don’t understand what that boy could

be thinking.
FAITH

Try Buffy Summers. Like in the big fat

one-track way.
MAYOR

Don’t be discouraged. You’re a bright,
young, energetic girl with a whole life
ahead of her and I won’t tolerate
brooding. So you couldn’t give him
one moment of true happiness.

FAITH

I was thinking more along the lines of a
long weekend, but okay.
MAYOR

And he spurned your advances. So be
it. There’s more than one way to skin a
cat, and I happen to know that’s
factually true. We want to take Angel’s

soul away.

He goes to the window.

MAYOR (cont’d)
If you can’t do it by giving him
happiness… well by golly, we’ll
just have to do it in the most
painful way imaginable.

He smiles.

BLACK OUT.

END OF ACT ONE

Act Two

INT. LIBRARY – DAY
Giles and Wesley are in research mode. Giles comes from his office, somewhat beleaguered.

WESLEY
Find anything?
GILES

A six course banquet of nothing. With a
scoop of sod all as a palette cleanser.

WESLEY

I’ve had no better luck. There must
be something about this Ascension

somewhere.
GILES

Perhaps I should contact the Council,
run a search through the main branch –

WESLEY

No, I don’t – It should be I that… The
council isn’t entirely aware that I’m
letting you work for me.
(off his look)

With me. I don’t think they’d be very
happy with the idea of the two of us

collaborating.
GILES

I’m not about to burst into glorious
song about it myself. But why don’t
you give them a call.
WESLEY

I think the most expedient plan –

Directing this also to Buffy as she enters –

WESLEY (cont’d)
–is to get the Books of Ascension
themselves. Buffy, you and Faith must
find that demon. And soon.

BUFFY

I’ll go back to the scene, see if I can

track him.
WESLEY
Wait for Faith.
BUFFY

That could be hours. The girl makes
Godot look punctual. I’ll just –

WESLEY

Buffy, this is a job that requires the
both of you. This demon could be
anywhere, and if these books are as
important as he says he has good reason
to hide. Finding him is going to be
extremely difficult.

Xander enters.

XANDER
Found your demon.

Wesley stares.

BUFFY

Fashion tip, Wes? The mouth looks

better closed.

Xander hands Buffy a piece of paper.

XANDER

Got the address. Beat it out of Willy
the Snitch personally.
BUFFY
You beat up Willy?
XANDER

Sure. Well, actually, let’s just say I
applied some pressure. Or, more
accurately, that I asked politely. And
then, okay, I bribed him.
BUFFY
How much?
XANDER
Twenty-eight bucks.
(to Giles)

Does the Council reimburse for

that stuff?
GILES
Did you get a receipt?
XANDER
Damn.
BUFFY

I know this. It’s down by the bus
station. Not the nicest part of town.

GILES

Again, you see? No standards. Any self-
respecting demon should be living in a

pit of filth or a nice crypt.

Buffy rises to go.

BUFFY

I’ll be sure to mention that.
FAITH (O.S.)
Mention what?

Buffy turns to see Faith has entered, looking saucy. Faith slips her arm through Buffy’s. All chummy.

FAITH

Where are we going, girlfriend?

BUFFY
(slips her arm out)
Think I can handle this one solo.

FAITH

Why should you get all the fun? Share

share, that’s fair.
BUFFY

Right. We found our demon.

FAITH

Oh. Well, let’s go look him up.
Buffy walks out the library. Faith shrugs to the group, follows Buffy out.

XANDER

Is it me, or did it just get really
cold in here?

INT. APARTMENT – DAY
The apartment door creaks open. Buffy and Faith enter. It’s dark. Buffy’s on guard, slow and
cautious. Faith leads the way, not caring.

BUFFY
Faith. Careful.
FAITH
Right.

Faith catches herself, acts “careful.”

BUFFY
Missed you last night.
FAITH

Yeah, well, I was uh, patrolling. No
shortage of scum you gotta watch in
Sunnydale, right?
BUFFY
So I’ve heard. Hold up.

Buffy stops Faith. There, in the darkness, is a silhouette of something. Could be a body. Could be
alive.
Faith, without looking, reaches behind the refrigerator and flips on the light switch. Buffy does a
double-take. The switch can’t be seen from their angle.
But Buffy’s attention quickly turns back to what they see before them: Skyler’s DEAD BODY.

BUFFY (cont’d)
Somebody got here first.
FAITH

Bettin’ they got the Books, too.

Some hit.
BUFFY

This wasn’t just a hit. This was
someone’s idea of a party.

FAITH

Maybe the guy put up a fight.

BUFFY
Could be…

FAITH

We gotta get gone. Come on. Nothing
we can do here now.

Faith turns to go.

FAITH (cont’d)
You coming?
Buffy comes along. Faith closes the door behind them.
INT. MAYOR’S OFFICE – DAY
The Mayor sits at his desk, holding out a little candy dish filled with mints.

MAYOR
Mint?

No answer. He puts them down.

MAYOR (cont’d)
Didn’t think so. Well. Scheduling a
man of your talents is quite the chore,

I’ll tell you.
(more)

Between the chanting and the sacrifice…

(stretches his back)
…my golf game is shot. But. Here

you are.

CUT TO REVEAL who the Mayor’s talking to: A SHAMAN. Sitting in his office, surrounded by darkness,
wearing hooded robes and covered from head to toe. All that’s visible is his piercing red EYES. All
else is veiled.

MAYOR (cont’d)

You know why I’ve summoned you?

The Shaman silently nods.

MAYOR (cont’d)
Can you do it?

Again, he nods.

MAYOR (cont’d)
Need anything from me?

The Shaman silently shakes his head.

MAYOR (cont’d)

You’re not much of a people person,

are you?
SHAMAN

You have risked great danger in calling
on me. The deadliest Magicks are
needed to rob this creature of its soul.

MAYOR
Big job, all right.
SHAMAN
And so it shall be done.
MAYOR

That’s just swell. Say, sure you

don’t, uh…
He shakes the tray of mints, “tempting” the Shaman.
MAYOR (cont’d)
Low calorie…

INT. SCHOOL LOUNGE – DAY
Buffy sits with Willow, trying to concentrate on a book. Clearly distracted.

WILLOW
Are you okay?
BUFFY

Huh? Yeah. I can’t stop thinking about

that demon.
WILLOW

‘Cause of him being chopped up into
little bits and all?
BUFFY

Yeah, Will, let’s keeping bringing

up visuals.
WILLOW
Are you sure that’s all?
BUFFY
It really was plenty…
WILLOW

Yeah, but you seem a little on edge
lately. Is anything…
BUFFY
It’s nothing.

Willow looks at her.

BUFFY (cont’d)
It’s nothing.

Willow looks at her.

BUFFY (cont’d)

All right, all right, stop with the third
degree! It’s Faith.
WILOW
What about her?
BUFFY

It’s just… I went to Angel’s last night
and Faith was there. They seemed kind

of… intimate.
WILLOW

No way. I know what you’re thinking

and no way.
BUFFY

You’re right. Faith wouldn’t do that.

WILLOW

Faith would totally do that! Faith was
built to do that! She’s the do that girl!

BUFFY
(almost hyperventilating)
Uh, comfort, remember to comfort…

WILLOW

Please! Does Angel come up to Faith’s
standards for a guy? Let’s see… is

he breathing?
BUFFY
Actually, no.
WILLOW

Wow, she doesn’t even have that
standard. But Buffy: Angel. There’s no
way he’d do that. You’re the only thing
in the world to him.
BUFFY

Sometimes I wonder… I guess he and
Faith have a lot in common. There’s so
much he doesn’t tell me.
WILLOW

Oh, but it’s so clear. The way he feels…
Buffy, I too know the love of a taciturn
man. You gotta look at their actions.

BUFFY
I was.
WILLOW
Well, what did he say?
BUFFY
(sheepishly)
Say? You mean when I
straightforwardly asked him what was

going on?
WILLOW
So ya bailed?
BUFFY

I just couldn’t deal… not right there,

what if…
WILLOW

Enough. Stop with the crazy, go
talk to Angel.
BUFFY
But I –
WILLOW
Go! I give you leave to go.

Buffy tries to speak. Willow, not even looking in her direction, imperiously points. Buffy stands.

BUFFY
Thanks.

She goes. Willow smiles, a tad pleased with herself.
INT. MANSION – DAY
Angel stands alone in the Mansion, tending a roaring fire. He turns to see:

ANGEL
Faith.

Faith stands before him.

FAITH

Hey. Sorry to bust in uninvited.

ANGEL
What do you want?
FAITH

Look, I’m not so good at apologies.
Mostly ’cause I think the world’s out to
screw me, so I’m generally more owed
than owing, you know?

Angel says nothing, so Faith continues.

FAITH (cont’d)
But, I’ve been thinking about last
night, and I want you to know: I’m

really sorry.
ANGEL
All right.
FAITH

No, it’s not all right. Yeah, I was
freaked, and needed somebody, but
you’re with Buffy. I should
know better.
ANGEL
Okay.

Faith takes a step toward Angel. He takes a step back. Faith looks genuinely sad.

FAITH
You don’t trust me.
ANGEL
It’s not that.
FAITH

Hey, no problem. Join the club.

Faith turns, her back to Angel, quietly shuddering. Perhaps she’s crying but he cannot see. He walks
toward her.

ANGEL

Faith. I know what you’re going
through. And how hard it can be. It’s
important to have someone who’s been
where you are, who understands what
you’re going through.
Gently taking Faith by the shoulders, Angel turns her to face him.

ANGEL (cont’d)
I want to trust you.
FAITH
Chump.

Faith whips a vial of BLOOD on Angel. He stands there stunned for a moment. Faith backs off as, at
the same time, the Shaman emerges from the shadows of the Mansion, his withered hands held high
as he begins an INCANTATION.

SHAMAN
(Arabic; transliterated)
Yaa shayTann, inna nafsak
Laa tatba’uk ba’d. Yaa
Rufukayl al-‘aZim, shattit
Nafsah fii anHaa’I ‘I-
‘aalam al-arba’a.
(English)
Demon, your soul no longer
belongs to you, Mighty
Rofocale, scatter his soul
to the four corners of the world.

ANGEL
Faith… !

Angel tries to move but his body is FROZEN IN PLACE. A look of helpless horror overcomes him.

FAITH

I wanted to do this the old-fashioned
way, but hey. Your loss. Luckily, I got
some tricks Buffy don’t know yet.

ANGEL
You don’t have to do this.
FAITH

I know, but it’s fun. Relax. It’ll be

over soon.
ANGEL
No…

The Shaman’s voice deepens and becomes MANY VOICES, not all of them human, all chanting at
once as flashes of LIGHT begin to appear at the edges of the Mansion.

SHAMAN
(Arabic; transliterated)
Yaa ruuh idhhabii! Yaa
Nafs idhhabii! Utrukii
Ayyaah wa-‘trukiih
MaHruuman wa-najisan!
(English)
Spirit, depart! Soul
depart! Leave this one and
leave him bereft and unclean!

The incantation reaches its crescendo and the flashes of light swirl, come together, and ENTER
ANGEL’S BODY, violently. Angel’s whole body shudders as lights EXPLODE out of his body. He falls,
trembling on the floor.
Silence. The Shaman withdraws back into the shadows. Faith approaches Angel’s racked, quivering
form carefully.
Did it work? Is he dead? She steps closer. Then suddenly JUMPS BACK as Angel jerks his head up,
baring fangs, looking right at her with dead eyes, devoid of humanity.

Angel’s got his full VAMP-FACE on.
He stands, grabs Faith, pulls her close and KISSES HER, hard, full and long on the mouth. She
returns his passion.
And the kiss keeps growing between them as we:

BLACK OUT

END OF ACT TWO
Act Three

INT. MANSION – DAY
Right where we left off. Angel and Faith, making out, hot and heavy. Faith comes up for air. Angel
looks deep into her eyes, holds her out at arm’s length, examining her.

ANGEL
Thanks so much.

WHACK! He smacks her backhand across the face, hitting her so hard she’s lifted off her feet and
lands five feet away.

ANGEL (cont’d)

Good to have the taste of Slayer back in
my mouth. It’s like cigarettes, you
know? Just when I thought I quit…
Before Faith can get to her feet, Angel brutally KICKS her in the ribs.

ANGEL (cont’d)
(the gent)
No, really. Don’t get up.

He strolls about, arms wide, taking in the 360 degree Mansion view through new eyes.

ANGEL (cont’d)

Oh, it is good to be back in Sunnydale.
Nice climate, plenty to eat, no tortured
humanity to hold me down…

Faith sneaks up on him to attack.

ANGEL (cont’d)

But you know what bothers me? You
don’t seem to be getting the big picture
here, Faith. Now, I don’t know why
you turned me…
He grabs her head, jerking it back, exposing her throat.
ANGEL (cont’d)

…But let me tell you. I’m just glad you

did.

He goes in for the big bite when Faith KNEES him in the balls. Angel lets go. Faith clocks him with a
roundhouse kick, draws two stakes, and they square off.
FAITH
I’ve got my reasons.
ANGEL

Let me guess. You summoned back

the true Angelus ’cause… you need a
new Boy Toy? Sorry. Doesn’t work that way.

He attacks. In a lightning-fast flurry, they exchange three blows. Punch, counter-punch, and kick.
They lock together. Sweating. Angel’s fangs exposed, Faith’s stakes out.

FAITH

You want to be smart? You listen to me.

ANGEL

Funny thing about vampires, Faith. We
don’t establish meaningful dialogues

with Slayers.
FAITH
Not how Buffy tells it.

On the word “Buffy,” Angel flinches, just a bit. Faith takes full advantage. She kneecaps Angel, flips
him to the ground with a crashing THUD, scrambles on top and pins him. Stakes held high. Breathing
heavy.

ANGEL
(laughing)

Should have known you’d like it

on top.
FAITH

You wanna listen or you wanna die?

ANGEL

Long as you’re there, I mostly want you
to wriggle. But I’m listening.

FAITH

Last time you got like this, Buffy
kicked your ass all the way back
to Hell. Want to do better this

time?

He MORPHS back to normal.

FAITH (cont’d)
Good boy. Now all you gotta do is
play nice, call true, and I can hook
you up with the real power in this
town. Interested?
ANGEL
Very.
FAITH

Then get ready to meet the new boss.

She descends on him and kisses him again, hungrily.
INT. LIRARY – LIGHT
Buffy, Giles, Wesley, Cordelia, Oz, Xander, Willow.
WESLEY

Our enemy has us at a disadvantage. We
seem consistently to be one step behind
him. Now he has the Books of
Ascension. We need to take definitive

action.

CORDELIA

You have the greatest voice. Have you
ever though about doing books on tape?

XANDER
Way to focus, CC.
WESLEY

Yes, let’s, let’s stay on track. We’ll
need everyone working together here.

Where is Angel?
BUFFY

I don’t know. I went to the Mansion, he

wasn’t there.
WESLEY
And Faith?
BUFFY
She’s missing too.
WILLOW
(Pointedly, to Buffy)
Which means nothing. Two
unconnected events.

Buffy looks to Giles.

BUFFY
What do we do?
GILES

Buffy, I think you should try to retrieve
the Books of Ascension. Try the
Mayor’s office, but be damned careful.
Don’t confront the Mayor; we don’t
know a thing about him.
BUFFY

I’ll go home and stock up on weapons.
Slip into something break-and-enterish.

CORDELIA

Excuse me, I believe Wesley is running

this meeting.
WESLEY

That’s quite all right. Willow?

WILLOW

It’s all bad news. By the time I got
through the encryptions the files were
empty. He musta seen me coming.

OZ

What about the Hall of Records? Go to

the source.
WESLEY

Good idea. There must be information
on the Mayor there.
GILES

Wesley, why don’t you take the group
there and start looking.

WESLEY
Right.
CORDELIA
I’m in Wesley’s group!
GILES

There’s just the one group.
CORDELIA
Yes, and I’m in it.

The group starts to disband.

XANDER

Anyone mind if I skip the trip? I’d
rather cruise town, keep my ear to the
ground. And I think five’s a crowd.

CORDELIA
It really is.
GILES

Anyone finds out anything, they check

in with me.

General assent.

OZ
I’ll drive.
WILLOW
(proudly, to Oz)
They all liked your plan.

Wes, Cordy, Oz and Willow exit. Xander does as well, a bit behind. Buffy and Giles share a look.

GILES
Be careful.

Buffy exits.
SCENE 16 OMITTED
INT. MAYOR’S OFFICE – NIGHT
Faith stands once again in the Mayor’s office, only this time she’s got Angel wit her. The Mayor paces
small circles around Angel, inspecting him.

FAITH
So? Can I keep him?
MAYOR

Let’s just take things step-by step for
the moment. Now then. Angelus. May I

call you “Angel?”
ANGEL

Actually, I was thinking more along the
lines of you calling me “Master.”

MAYOR

You know, Angelus, “attitude” may get
you attention, but courtesy wins
respect. I am the one responsible for
your new attitude.

ANGEL
That’s why I’m here.

Angel picks up and fingers a deadly-sharp letter opener from the Mayor’s desk.

MAYOR

No trouble with the transition? No

side effects?
ANGEL
(shrugs)
Had a soul, now I’m free.
MAYOR

That’s terrific. Poetic, too. Not that I
read much poetry. Except those little
ones in Reader’s Digest. Some are

quite catchy.
ANGEL

Hey I don’t mean to rush things here,
but are you getting to anything like

a point?
MAYOR

Kids today. Rush, rush, rush. The
point, Angel, is that you’re a powerful
young man. Good for Faith. And
there just may be a future for you here

in Sunnydale.
(beat)

I see you’re admiring my letter-opener.

ANGEL

Actually, I was thinking of stabbing
you through the heart with it.

MAYOR
Please do.

Angel turns to stare at the Mayor like he’s crazy. The Mayor just nods and smiles re-reassuringly.
Angel looks to Faith. Faith shrugs.
And faster than the eye can follow, Angel WHIPS the letter-opener across the room – deadly accuracy

  • it STICKS in the Mayor’s hand. The Mayor’s genial expression doesn’t change.

MAYOR (cont’d)
Nice shot.

He removes the letter opener, his hand heals (CGI). He wipes the letter opener off with a Wet Wipe,
sets it down.

MAYOR (cont’d)
You see, I’m what you might call
“impervious.” Can’t be killed, or
harmed, in any way. And that’s just a
cornerstone in my plans for this great

town of ours.
ANGEL
(re: Wet Wipe)
Can’t be killed, but you don’t
like germs?
MAYOR
(shivers)

Eeugh, awful things. Unsanitary.
But my question is, now that Faith has
brought you back, what are your

intentions?
ANGEL

Well, gee sir, I thought I’d find that
Slayer who’s giving you so much
trouble and torture, maim,
and kill her.
MAYOR

Fine! Nice to hear you’re not one of
those “slacker” types running around
today. Torture Buffy. Killing her’s fine,
but make it a slow one.
ANGEL
My favorite kind.
MAYOR

Wonderful. We don’t want a
replacement Slayer anytime soon. They
can’t all turn out like my girl Faith.

Have fun!
FAITH
Let’s do it.

Angel and Faith head out together. The Mayor stops Angel, takes him aside, speaking confidentially.

MAYOR

Try to have her home by eleven.

Angel and Faith leave together. The Mayor watches them go, a little choked up.

MAYOR (cont’d)
She’s not a little girl anymore.

EXT. STREET – NIGHT
Bitter Xander’s walking home alone, hands shoved deep into his pockets, muttering a Cordelia
imitation.

XANDER
(Cordy-esque)

“I love you when you talk, Wesley, I
love when you sing, Wesley, can you
say the word ‘jailbait,’ Wesley?” Limey bastard…

(stops)
Hey – Guys!

Xander sees Angel and Faith, marching down the street together, in stride, both looking unstoppable
and determined.

XANDER (cont’d)
Wait up – Guys!

He approaches them at a good clip.

XANDER (cont’d)
Man, where’ve you been? You gotta
find Buffy – she’s going to her place
and stocking up on…

CRACK! Without looking or breaking stride, Angel lashes out a mean right hand and cracks Xander
across the jaw. Xander crumples to a heap, unconscious before he even hits the ground.
Angel and Faith just keep walking, out of frame.
ANGEL
(deadpan)
That guy just bugs me.

They keep going…
EXT. /INT. BUFFY’S HOUSE – NIGHT
The doorbell rings. Pause. JOYCE answers the door. Sees Angel and Faith stand there.

JOYCE
Faith. Angel.
ANGEL

Hi Joyce. Nice to see you. Buffy home?

JOYCE

Upstairs. And please tell me it’s not
some vampire thing.
ANGEL

Only vampire here’s me, Joyce. Say.
You… change your hair?
JOYCE
Highlights.
ANGEL
Nice.

He gives her a winning smile as he follows Faith up the stairs to Buffy’s room. Joyce glows a little.
INT. BUFFY’S ROOM – NIGHT
Buffy’s packing stakes into her weapons pack, slings her crossbow over her back when Angel and
Faith enter.

FAITH
Knock knock.
BUFFY
Where’ve you guys been?
ANGEL

Looking for you. Good thing we found
you before you left.

Angel gives Buffy a kiss on the forehead – while keeping eye contact with Faith.

FAITH
We got the Books.
ANGEL
They’re at the Mansion.
FAITH

We’d take ’em to Giles ourselves, but I
think strength in numbers is the way to

go. Come on.
Faith leaves. Buffy slings her weapons over her shoulder.

ANGEL
I can take those for you.

Smiling, Angel takes Buffy’s weapons away from her.
EXT. /INT. BUFFY’S HOUSE – NIGHT
Buffy walks off, away from home, into the night with Angel and Faith.

JOYCE

Sure you don’t need a sweater?

BUFFY
Mom.
ANGEL

Don’t worry, Joyce. We’ll have her back

before you know it.

Joyce waves from the porch, sipping tea, oblivious to the fact this may be the last time she sees her
daughter alive. She lingers a moment, then heads inside.
INT. MANSION – NIGHT
Buffy, Angel and Faith enter the Mansion together. Angel sits on the table, idly starts playing with the
heavy CHAINS coiled upon it, swinging them lazily. Faith circles around and stands behind Buffy.

BUFFY

Okay. Let’s get the books somewhere
safe. Where you keeping them?

ANGEL

Actually, there’s been a slight change in

plan, Buf.
BUFFY

“Buf?” Did you just call me… Angel,
what’s the matter with you?

ANGEL
Nothing. Matter of fact…

He looks up at Buffy, suddenly in full VAMP FACE.
ANGEL (cont’d)

I haven’t felt this good in a long time.

BUFFY
Angel?!?
ANGEL

You know, I never properly thanked
you. For sending me to Hell.

Buffy gets it. Angel has turned. She registers shock, shakes her head slowly, taking it in…

BUFFY
No…

Buffy backs away. Angel springs at her, grabs her. She’s too freaked to fight yet. She’s holding back
tears, holding herself together…

ANGEL

Yeah. And I’m just wondering.
Where do I start? A card? Fruit
basket? Evisceration?

BUFFY
Angel…
ANGEL

I know what you’re thinking. Maybe
there’s still some good, deep down
inside of me, that still remembers, and
loves you, if only you could reach me.
Then again… we have reality.

Buffy breaks away.

BUFFY

I’ll kill you before I let you touch me.
Never taking her eyes off Angel, Buffy backs away, grabbing a stake.

BUFFY (cont’d)

Faith, we gotta get out of here. Now.

FAITH

Speak for yourself, B. Me? I like

it here.

Buffy can’t believe what she just heard. She turns to face the smiling Faith. A look of questioning on
her face.
And the second she turns, Angel CLOCKS her in the back of the head. Buffy goes down, unconscious.

ANGEL

One thing I learned about Buffy…

He puts his arm around Faith.

ANGEL (cont’d)

She looks so cute when she’s sleeping.
Angel lifts chain up into frame, bends down to Buffy with it – and we BLACKOUT.

END OF ACT THREE
Act Four

INT. HALL OF RECORDS – NIGHT
We pan across a large oak table in the Sunnydale Hall of Records. Batches of books lie open. Willow
and Oz flip pages. Wesley reads. Cordelia’s leaning all over him.
CORDELIA
Hey! I know a way to make
investigating the Mayor even more

boring.

They all look at her.

CORDELIA (cont’d)
Oh second thought, no. I don’t.

Oz spots something in his book, shows it to Willow.
OZ
Hey.
WILLOW

Whoa. Big hey whoa. Guys. Check

this out.
They gather around the book Willow spreads open.
WILLOW (cont’d)
Wow. Like father like son.

ANGLE ON: the books. Willow’s got one book with a sepia-toned PHOTOGRAPH of Sunnydale’s Mayor,
circa 1907. Oz slides a more recent color photo, early fifties, next to it. Also the Mayor. Same guy.
Same face. Different clothes.

OZ

How about “like exact same guy like
exact same guy”?
WESLEY

Mayor Wilkins is over one hundred
years old. He’s not human.
XANDER (O.S.)
I hate to spoil the mood…

They all look up to see Xander. Standing, if wobbly, at the hallway entrance. The left side of his face
is one big welt.

XANDER (cont’d)
…But it is so much worse than

you think.
WILLOW

Xander! What happened to you?

She rushes to him. He waves her off.

XANDER

You know how some people hate to say

“I told you so?”
(shakes his head)
Not me. I told you so. Angel is back.
In the really bad sense. And I told you so.

WESLEY

Angelus has turned? Xander this is
terribly serious. Are you sure?

XANDER

Gee, let me think. Kinda hard to tell,
the last thing I saw was his fist.

WESLEY

We must contact Giles immediately.

XANDER

Good thinking! Let’s waste time with a
lively debate, leave Buffy alone and see

how dead she gets!
CORDELIA
Slow down, Xander. This isn’t
Wesley’s fault.
XANDER
Actually, it is.
(to Wesley)

Faith was your responsibility. And
guess who’s Angel’s new playmate.

WILLOW
Faith and Angel – together?
XANDER
Imagine the possibilities.

INT. MANSION – NIGHT
CLOSE ON: Buffy’s face. She opens her eyes. Sees Angel there before her, a look of pure love on his
face.

BUFFY
Angel?
ANGEL

Morning, sleepyhead. You know what I
just can’t believe? All our time
together, and we never tried chains.

We see Angel is CHAINING her to the wall. Faith watches.
ANGEL (cont’d)
But you can’t dwell on the past.
Especially with the future we have

ahead.

He yanks the chain, tightening it. Buffy lets out a small cry of pain, but doesn’t lose it.

FAITH

Bondage looks good on you, B. The
outfit’s all wrong, but hey.
BUFFY

Faith, you don’t know what
you’re doing.
FAITH

Really? Weird. ‘Cause something about
all this just feels so right.
Maybe it’s one of those unhappy
childhood things.
Faith goes to the table, unwraps a black silk cloth.
FAITH (cont’d)

See, when I was a kid, I used to beg my
mom for a dog. Didn’t matter what
kind, I just wanted, you know,
something to love.

She strokes her hand down Angel’s chest with her free hand. Gives him a great big kiss in the
manner of French people, which he hungrily reciprocates.
FAITH (cont’d)
A dog’s all I wanted. Well, that

and toys.

She finishes unwrapping the cloth. Inside lie a row of glistening metal SURGICAL TOOLS. Torture
devices.

FAITH (cont’d)
But Mom was so busy, you know,
enjoying the drinking and passing out
parts of life, that I never really got

what I wanted.

She holds up a set of twisted, not-for-humans SCALPELS in one hand, keeps caressing Angel with the
other.

FAITH (cont’d)
Until today.
BUFFY

Faith, listen very closely. Angel is a
killer. When he’s done with me, he’ll

turn on you.

Faith looks at Angel. He shrugs, admits it.

ANGEL
She’s right, I probably will.

FAITH

Yeah? Huh. Guess we’ll just have to
keep you around awhile, then.

Faith approaches Buffy, instrument in hand, runs it lightly over Buffy’s jawline, down her neck…

FAITH (cont’d)

Before we get started, I just want you to
know: if you’re a screamer? Feel free.

ANGLE ON: Behind Buffy’s back. She strains at the chains.
BUFFY

Why, Faith? What’s in it for you?

FAITH

What isn’t? You know, I come to
Sunnydale, I’m a Slayer, I do my job
kicking ass better than anyone, and
what do I hear about, everywhere I go?

She leans in close.

FAITH (cont’d)

Buffy. So I slay, and behave, and do
the good-little-girl routine, and who
does everyone thank? Buffy.

BUFFY
That’s not my fault.
FAITH

Everybody asks, “why can’t you be
more like Buffy,” but did anyone ever
ask if you could be more like me?

ANGEL
I know I didn’t.
FAITH

You get the Watcher, you get the mom,
you get your little Scooby Gang, what
do I get? Jack squat! This was supposed

to be my town!
ANGLE ON: Behind Buffy’s back. She pulls the chains tight.
BUFFY
Faith. Listen to me…

FAITH

Why? So you can impart some special
Buffy wisdom? That it? You think
you’re better than me? Do you? Say it!
You think you’re better than me!

BUFFY
I am.

Whoa. Everything stops. Faith slowly turns to face Buffy. Buffy’s face remains clam. Cool, direct eye
contact.

BUFFY (cont’d)
Always have been.
FAITH

Uh… maybe you didn’t notice – Angel’s

with me.
BUFFY

And how’d you get him, Faith? Magic?
You cast some kind of spell, because in
the real world, Angel would never touch
you, and you know it.

Faith HITS Buffy. Buffy’s head turns, but she comes right back. The calm in her voice remains.

BUFFY (cont’d)

You have to tie me up. It’s the only
way you could ever beat me. There’s
a word for people like you, Faith.

It’s “loser.”

That does it. Faith rushes Buffy and STABS the scalpel an inch from her face – stops.

FAITH

Uh-uh – you’re just trying to make me
mad so I’ll kill you – but I’m too smart
for that. Stick around.

Faith puts her arms around Angel.

BUFFY

For what? You and your boss’s lame
“Ascension?” Like I couldn’t stop it.

FAITH
You can’t.
BUFFY
I will.
FAITH

Keep dreaming. No one can stop the
Ascension! Mayor’s got it wired, B. He
built this town for the demons to feed
on and come Graduation day, he’s
getting paid. I’ll be sitting at his right
hand – assuming he has hands after the
transformation, I’m not too clear on that

  • and all your lame ass friends’ll be
    kibbles and bits. Think about that while
    your boyfriend’s cutting into you.

BUFFY

I never knew you had so much rage

in you.
FAITH

What can I say? I’m the world’s

best actor.
She turns to Angel and smiles. He smiles back at her.
ANGEL
Second best.

After a moment her smile falters. Faith looks from Buffy to Angel, horror growing on her face.

BUFFY
(to Angel)

Graduation day. Think she left
anything out?
ANGEL

I think we know everything she knows.

BUFFY
(to Faith)
Can I say one thing?
(drops her chains)
Psyche.
FAITH

You played me? You played me?!?

Just then, CRASH! Wesley, Cordelia, Xander, Willow and Oz enter the Mansion through the front door.

XANDER
Buffy – Faith’s bad!
FAITH

Yeah, and you’re annoying.

Faith grabs Angel and THROWS him into Xander. Xander topples over, scrambles to his feet, pulls out
a cross, and repels Angel with it.
Faith grabs the scalpel and HURLS it with deadly accuracy at Buffy. Buffy does not flinch. She
CATCHES the scalpel, and in the same motion, HURLS IT BACK at Faith, landing it deep in Faith’s
shoulder. Faith pulls it out, enraged, and rushes Buffy. Buffy grabs a knife from the set of tools.
Faith slashes at Buffy. Buffy ducks, comes up with her free hand and PUNCHES Faith square in
the face.
Faith kicks Buffy’s legs out from under her. Buffy rolls, springs to her feet, kicks Faith backward.
Both Slayers roll toward each other, landing, each with a knife held under the other’s chin, each
holding the other’s wrist. Locked together.
The gang, looking on, dares not get in the way.

FAITH (cont’d)
What are you going to do, B?
Kill me – you become me. You’re
not ready for that…

Faith surprises Buffy by jerking her head forward – not to head-butt her, but to give her a quick KISS
on the lips.
Faith pulls back.

FAITH (cont’d)
Yet.

Faith bolts for the door. Buffy does not move as Faith bounds up the stairs.

WILLOW
Are you all right?

Buffy looks to Angel. Long pause.

DISSOLVE TO:

SCENE 25 OMITTED
INT. LIBRARY – DAY
The next day. The lights are low casting eerie shadows. Giles faces the Shaman.

SHAMAN
The task is finished.
GILES

Yes. Thank you for coming to me.
And for that rather effective light show

you put on.
SHAMAN

This restores the balance between us,
Rupert Giles. My debt to you is repaid
now in full. Do not call upon me again.

GILES
I shan’t. Peace with you.
SHAMAN
And with you.

He fades into the dark.
Giles turns to the group, who have been watching curiously.
WILLOW
(awed)

His debt to you is repaid? What did you do?

GILES

I introduced him to his wife.
WESLEY

Well I for one protest. You pitted
Slayer against Slayer in a dangerous
charade that could have gotten both
killed. Without informing me.
(petulant)
I’m telling the Council.
GILES

Yes, I think you should. We have a
rogue slayer on our hands. I can’t think
of anything more dangerous.

BUFFY
At least now we know…
GILES

And we know a little more about

the Ascension.
WILLOW

Graduation Day… That’s a big scary un-
fun, but at least Angel’s not bad. And

that’s good, right?
XANDER

Yes, I feel so much better knowing he
broke my face in the “good” way. It’s a

“good” bruise!
BUFFY
(quietly to herself)
He was only acting, Xander.
MAYOR (O.S.)

Well, you win some, you lose some.

SCENE 27 OMITTED
INT. FAITH’S APARTMENT – DAY

MAYOR

From where I’m sitting, it’s batting
average that counts. So, you lost
some friends.
FAITH

Wouldn’t exactly call them friends.

MAYOR

So then what are you worried about?
Chin up. You don’t see me looking
disappointed, do you? Heck no.
Know why?

Faith just looks at him.

MAYOR (cont’d)

Because I know you’ll always have me,
Faith. I’m the best and most important
friend you’ll ever have.

Faith’s still downcast.

MAYOR (cont’d)

Besides, once the Ascension starts, that
“in crowd” you’re so concerned about?
Hoo! They’ll be lucky if there’s enough
of ’em left to fill a pothole. Promise.
Faith still looks sad. The Mayor thinks hard, then has a thought.
MAYOR (cont’d)
Still unhappy? Okey-doke. I’ve got
two words that are going to take all the

pain away.
He leans in close to her, barely containing his glee, and whispers:
MAYOR (cont’d)
Miniature. Golf.

He wiggles his eyes brows, “You like?”

INT. MANSION – NIGHT
Buffy enters the Mansion, picks up and studies one of the chains which held her the night before.

ANGEL
How you doing?
BUFFY
Been better.
ANGEL

Not hard to believe. You were a real
soldier last night, Buffy.
BUFFY

That’s me. Just one of the troops.

ANGEL

I know how hard it was for you.

BUFFY
I doubt that.
ANGEL

If there’s anything I can do to make

it better…

Angel looks to her, hopefully.

BUFFY

Angel. I know you only did what I
asked you to. And we got what we

wanted.
ANGEL

I never wanted it to go that far.

BUFFY

I know. It’s not even a question. But
after all that… I just need a little break.

Angel is hurt by this news. But he says nothing.

BUFFY (cont’d)
Please.

He nods. She starts to go.

ANGEL
You still my girl?
BUFFY
Always.

Buffy leaves. Angel watches her go.

BLACK OUT.

THE END

Transcripts

Night, in front of the cinema. Marquee: Le Banquet D’Amelia.
Buffy and Angel walk out amidst other moviegoers.
Buffy: Well.
Angel: Well.
Buffy: That was very … artistic.
Angel: Yeah.
Buffy: Wasn’t what I expected. I’ve never actually seen… Well,
from the title I thought it was about food.
Angel: Well there was food.
Buffy: Right. The, the scene with the, the food. So, feel like
getting some hot chocolate? Or some cold shower?
Angel: I’m sorry. I wanted to take you out somewhere fun. It’s been
a long time since I’ve been to the movies. They changed.
Buffy: A little scary. And a little not, which is also scary. I’m
sorry. I just, I don’t like getting you worked up like that.
We can’t actually do any of those things. You’d lose your soul.
Besides, I don’t even own a kimono.
Angel: Buffy, you don’t have to worry about me.
Buffy: Just don’t like to rub your nose in it. Suddenly wondering
where that expression comes from.
Angel: Look, I don’t need to see movies to get worked up. Just being
around you does that just fine. Doesn’t mean that I’m gonna lose
control, that I’m going to be frustrated around you. It feels nice,
just to feel.
Buffy: It doesn’t drive you crazy, when we’re close?
Angel: Watch this. (long kiss) See? Safe as houses. (more kisses)
Faith: Check out the lust bunnies.
Buffy: Patrol?
Faith nods.
Angel: Council has you back on active duty?
Faith: Finally. They want us down by Mercer.
Buffy: Okay. (to Angel) Goodnight.

Angel: I’ll see you soon.
Faith: Don’t worry, big guy. Just keeping her warm for you.
Faith and Buffy leave, arm in arm. Cut to a cemetary. Buffy
and Faith walk together.
Faith: Gotta tell you, B. The willpower thing, nice job.
Buffy: Thanks.
Faith: But, the close but no cigar thing with Angel. I don’t know
if I could handle, you know, the way you’re not handling it.
Buffy: Faith, when it comes to Angel, do me a favor. Duck!
Faith ducks and Buffy punches a demon behind her.
Demon: Ow! Ooh! What are you, nuts? Going around punching
people?
Buffy pulls off its hat to reveal two horns growing out of its
forehead.
Buffy: People?
Demon: So what, I’m a demon. That makes it okay?
Both Slayers ready their stakes.
Demon: Hold it, whoa! Stake me now, and you never find out what I
got for ya, huh? Think about it. Demon seeks Slayers, highly unusual?
Faith: Talk fast.
Demon: How would you like to get your hands on the Books of
Ascension?
Buffy: Never heard of ’em.
Demon: Books of Ascension. Very powerful works and I’m not talking
about the prose. They deal with some, ah, dark stuff. And the Mayor
(Faith frowns) would hate for somebody to get ahold before he, ah,
well you know.
Buffy: Don’t know. Before he what?
Demon: Hey, hey, read ’em and weep. That’s all I got to say.
Tomorrow, I get the books. Meet me here and if the price is right,
well I give the books to you.
Buffy: Not really looking to trade with a demon.
Demon: And if this were still a barter economy, that would be a
problem. I want cash, princess, five large for the whole set.
Faith: So you can buy, I’m guessing here, some skin care products.
Demon: Plane ticket. Out of the Hellmouth before its adios, Slayer
Loco. So, five G’s, what do you say?

Faith: I think “Die Fiend” sums it up, wouldn’t you say.
The Demon jumps between them and runs away.
Buffy: Oh, let him go. I don’t think he falls into the deadly threat
to humanity category.
Faith: A demon’s a demon.
Buffy: I’d like to know about these Books of Ascension. Anything that
would pin the Mayor down would be great.
Faith: Yeah. It’d be great.

Opening credits.

Mayor’s office. Faith sits. The Mayor paces.
Mayor: And what exactly did this demon look like?
Faith: Demonic?
Mayor: Ah. And you say he has the Books of Ascension, or will soon,
and he was, what, willing to sell them?
Faith: That’s what I said.
Mayor: Hmm. You know what I wish? I wish you’d pull your hair back.
I know, I know, fashion’s not exactly my thing, but, gosh darn
it, you know, you’ve got such a nice face. I can’t understand
why you hide it.
Faith: Yeah, sure. Whatever. It’s just a matter of time before this
demon guy is gonna spill. Then Buffy and the superfriends are
gonna…
Mayor: You know, you worry too much for a girl for your age. That’s
unnecessary stress. Luckily, I’ve got just the thing.
The Mayor pours a glass of milk and hands it to Faith.
Mayor: There you go. Now, first you load up on calcium. Then find
this demon, kill the heck out of him, and bring the books to me.
Faith looks at the milk and sets the glass down, untouched.
Faith: And if Buffy gets to him first?
Mayor: Oh, well. Frankly I don’t like to think about that. I like
good, positive, up thoughts. If you fail me in that way. Well, you
know, replacing Mr. Trick was chore enough. (chuckles) Oh, come on,
don’t worry. Drink up. There’s nothing uncool about healty teeth

and bones.

In the library. Buffy, Xander, and Willow sit at the table.
Wesley stands by it. Giles stands in the door of his office.

Wesley: And you say this demon wanted cash? That’s very unusual.
Giles: Demons after money. Whatever happened to the still beating
heart of a virgin? No one has any standards anymore.
Buffy: Well, he said the books were worth the price.
Xander: What’s this Ascenscion mean?
Wesley looks at Giles.
Giles: I’m not sure.
Wesley: No, not really a common term in demonology.
Willow: Ooh ooh! The Marenschadt Text. I think in the section on
genocide, they mention Ascenscion.
Buffy: Well, we have a winner.
Xander: And, more importantly, two losers.
Giles: Where did you find that volume?
Willow: In the top of your book cabinet with the stuff you try to
keep hidden.
Giles disappears into his office to get the book.
Xander: Hidden? Are there any engravings I should know about?
Uh, frolicking nymphs of some kind?
Willow: No. Just magic secrets Giles doesn’t think I’m ready for.
Giles returns with the book.
Giles: Ah, yes, yes, here we are. There’s a reference here to the
journal of Desmond Kane, pastor of a town called Sharpsville.
“May 26, 1723. Tomorrow is the Ascenscion. God help us all.”
It was the last anyone heard.
Wesley: Of Kane?
Giles: Of Sharpsville. The town more or less disappeared.
Buffy: So Ascenscion possibly not a love-in.
Giles: I think you should meet with this demon, Buffy.
Buffy: Yeah? Anybody got five thousand dollars?
Cordelia enters and approaches Wesley.
Cordelia: I have something important to ask you.
Xander: Important? Let’s start calculating those odds, people.
Cordelia: What are you doing Friday night?
Wesley: Uh, I, uh, as always my sacred duty as a Watcher prevents
me from, ah… Why?

Cordelia: I have a paper to write for English and you’re English, so
I thought … (sees the looks from Buffy and Xander) What? Is it
so wrong to be getting an insider’s perspective? (to Wesley) I
study best in a good restaurant, around eightish? Think it over?
Wesley is speechless. Cordelia exits.
Xander: And on the day the words “flimsy excuse” were redefined, we
stood in awe and watched.
Wesley: Right! Books of Ascenscion, Mayor, slaughter. Tell you what.
Why don’t we try to find this demon sooner rather than later?
Perhaps persuade him to lend us the books free of charge.
Buffy: I think Faith might be useful in that persuasion part.

Wesley: I imagine so. Where is Faith anyway?

The demon is frantically packing a suitcase. Faith kicks open
the door of the room.
Demon: Hey, Slayer! You know, I wasn’t expecting company. Give me
a minute and I’ll have the place tidied up for you.
Faith: You got the books?
Demon: Well, that depends. You got my money?
Faith slugs him.
Demon: You’re tough in negotiations and I respect that. Check ’em
out. Now ah, that is quality merchandise. That’s worth five grand
easy.
Faith: Books of Ascenscion.
Demon: Mm hmm. Original editions and everything. Uh, great
condition. Okay, it’s a little worn on one spine, some slight
foxing, but otherwise, perfect. Now, the five grand, it’s ah, you
know, negotiable.
Faith: I don’t like to haggle.
She pulls a knife and stabs the demon. He struggles, they roll
on the floor, but she finally kills him. She stares at the

blood on her hands.

Night, in Angel’s mansion. Angel is reading. Faith enters.
Angel: Faith.
Faith: Angel. I got nowhere else to go. Look, I hate asking for help,
but I’m asking, cause, uh, I’m in trouble. I’m in trouble. The real
bad kind.
Angel: It’s okay.

Faith: No, it’s a couple of county lines over from okay, believe me.
Angel: Look, just talk. Come on. Start from the beginning.
Faith: Mind if I skip past the ‘mom never loved me’ part and get right
to it? I’m scaring myself.
Angel: I know the feeling.
Faith: That’s why I came to you. I don’t want to get all twelve
steppy, but remember when you told me that killing people would
make me feel like some kind of god? (shows him her bloody hands)
I think I just came down to earth. It’s not human if that’s what
you’re thinking. Not that that makes me feel any better or this
guy any less dead.
Angel: Faith, you need help. You can’t do this alone.
Faith: I know. For real now, I’m scared. Scared of what I am, what
I’m turning into. Cold-blooded straight up killer. Like you.
Angel: Not like me. I didn’t have a choice. But you do. You can stop
this.
Faith: Believe me, I don’t want to end up the way everybody said I
would, dead or alone or a loser.
Angel: No, you don’t have to.
Faith: I don’t know. Maybe it’s too late for me.
Angel: It’s not.
Faith: Angel, I’m so scared. (hugs him)
Angel: It’s alright, shh, it’s okay.
They hug for a moment, then as they part, they hesitate, almost
kissing. Angel pulls away.
Angel: Whoa. Faith, I, look, I can be here for you. But not like that,
alright? I’m with Buffy.
Faith: Buffy, yeah. I didn’t mean it like that. Maybe I did, but I
wouldn’t press it. You love her, don’t you.
Angel: I love her.
Faith: Good for you. The two of you, you’re lucky. Friends?
Angel: Yeah, we’re friends.
Faith: Then I’m lucky too. I’d better go.
Angel: Where?
Faith: I need to cool down. Spend some time alone. Don’t worry about
me. You’ve been a big help. Just knowing somebody cares. Hey, I know
I shouldn’t be asking this, but do you think if things were different
that things between you and me would be different, too?

Angel: We’ll never know.
Faith: Right. How could we?
Angel: Take care of yourself.
Faith: Lifetime of practice.
Faith kisses Angel on the cheek, then leaves. Buffy appears

outside the mansion in time to see the kiss.

Night, in Faith’s new apartment.
Faith: It’s not like I wasn’t trying, okay?
Mayor: Hey, there’s no need to convince me. I’m sure you gave it your
level best. I just don’t understand what that boy could be thinking?
Faith: Try Buffy Summers, like in a big, fat, one track way.
Mayor: Hey, come on, don’t be discouraged. You’re a bright, young,
energetic girl with a whole life ahead of her. And I won’t tolerate
brooding. So you couldn’t give him that one moment of true happiness.
Faith: I was thinking more along the lines of a long weekend, but
okay.
Mayor: And he spurns your advances. So be it. There’s more than one
way to skin a cat. And I happen to know that’s factually true. We
want to take Angel’s soul away. If we can’t do it by giving him
happiness, well, by golly, we’ll just have to do it in the most
painful way imaginable.

Fade to commercial.

In the library.
Wesley: Find anything?
Giles: Six course banquet of nothing with a scoop of sod-all as a
palate closer.
Wesley: I’ve had no better luck. There must be something about this
Ascescion somewhere.
Giles: Perhaps I should contact the Council, maybe run a search…
Wesley: No. I don’t, uh, it should be I that … The Council isn’t
entirely aware that I’m letting you work for me (off Giles’s
look) um, with me. I don’t think they’d be very happy at the idea
of the two of us collaborating.
Giles: Well I wasn’t about to burst into glorious song about it
myself. Why don’t you call?
Buffy enters, dispirited.

Wesley: I think the most expedient plan would be to find these Books
of Ascenscion themselves. Buffy, you and Faith must find this demon,
and soon.
Buffy: Well, I’ll go back to the scene, see if I can track him.
Wesley: Wait for Faith.
Buffy: That could be hours. The girl makes Godot look punctual. I’ll
just go myself.
Wesley: Buffy, this is a job for the both of you. This demon could
be anywhere.
Giles gives Buffy a look of concern.
Wesley: If these books are important as he says, he has good reason
to hide. (Xander enters) Finding him is going to be extremely
difficult.
Xander: Found your demon.
Buffy: Fashion tip, Wes. Mouth looks better closed.
Xander: Got the address. (hands Buffy a slip of paper) I beat it out
of Willy the snitch personally.
Buffy: You beat up Willy?
Xander: Sure! Well, actually, let’s just say I applied some pressure.
Or more accurately, that I asked politely, and then, uh, okay, I
bribed him.
Buffy: How much?
Xander: Twenty-eight bucks. (to Giles) Does the Council reimburse for
that kind of stuff?
Giles: Did you get a receipt?
Xander: Damn.
Buffy: I know this. It’s down by the bus station. Not the nicest part
of town.
Giles: Again. See, no standards. I mean, any self-respecting demon
should be living in a pit of filth or a nice crypt.
Buffy: I’ll remember to mention that.
Faith enters.
Faith: Mention what? Where we going, girlfriend?
Buffy: (pulls her arm away from Faith) Actually, I can handle this
one solo.
Faith: Why should you get to have all the fun? Share, share, that’s
fair, right?
Buffy: Right. Got our demon.

Faith: Oh, well, let’s go look him up.
Buffy marches away and Faith follows her.

Xander: Is it me or did it just get really cold in here?

Buffy and Faith enter the demon’s room.
Buffy: Faith, careful.
Faith: Right.
Buffy: Missed you last night.
Faith: Yeah, I was patrolling. No shortage of scum you gotta watch
in Sunnydale, right?
Buffy: So I’ve heard.
Faith reaches around a doorway for a light switch without looking.
Buffy notices but doesn’t say anything. They see the body.
Buffy: Looks like somebody got here first.
Faith: Betting they got the books, too. Some hit.
Buffy: This wasn’t just a hit. This was somebody’s idea of a party.
Faith: Maybe the guy put up a fight. We gotta get going. Come on,

nothing we can do here now. You coming?

Daylight. In the Mayor’s office. Across from him sits a mage
concealed behind Bedouin robes. Only his eyes and upper nose
are visible. The eyes seem serpentine.
Mayor: Mint? Didn’t think so. Well, scheduling a man of your talents
is quite the chore, I’ll tell you. Between the chanting and the
sacrifice, oh, my golf game is shot. But heeere you are. You know
why I’ve summoned you. Can you do it? (Mage nods) Need anything from
me? (Mage shakes his head)
Mage: You have risked great danger in calling on me. The deadliest
magics are needed to rob this creature of its soul.
Mayor: Big job alright.
Mage: And so it shall be done.
Mayor: Oh, that’s just swell. Listen, you sure you don’t want any?

Cause they’re, they’re low calorie. Okay.

Daylight. In a school lounge. Buffy and Willow sit together
on a couch.

Willow: Are you okay? You seem a little on edge. Is there anything
that’s wrong?
Buffy: It’s nothing. (Willow looks) It’s nothing. (Willow looks)
Alright, alright, stop with the third degree. It’s Faith.
Willow: What about her?
Buffy: I went to Angel’s last night and Faith was there. They looked
sort of intimate.
Willow: No way. I know what you’re thinking and no way!
Buffy: You’re right. Faith would never do that.
Willow: Faith would totally do that. Faith was built to do that.
She’s the do that girl.
Buffy: Comfort, remember comfort, here?
Willow: I mean, please, does Angel come up to Faith’s standards for
a guy? Let’s see, is he breathing?
Buffy: Actually, no.
Willow: But Buffy, Angel. There’s no way he would ever do that.
I mean, you’re the only thing in the world to him.
Buffy: Sometimes I wonder. Angel and Faith have a lot in common.
And there’s so much he doesn’t tell me.
Willow: But it’s so clear the way he feels about you. Buffy, I too
know the love of a taciturn man and you have to look at their
actions.
Buffy: I was.
Willow: Well, what did he say?
Buffy: Say? You mean when I straightforwardly asked him what was
going on?
Willow: So you bailed?
Buffy: I couldn’t. I mean, not …
Willow: Enough. Stop with the crazy. Go talk to Angel.
Buffy: But I …
Willow: No. Go. I give you leave to go. (points her finger away)
Buffy: Thank you.

Buffy leaves.

Night. In Angel’s mansion. Faith enters.
Angel: Faith.

Faith: Hey. Sorry to bust in uninvited.
Angel: What do you want.
Faith: Look, I’m not so good at apologies. Mostly because I think
the world’s out to screw me so I’m generally more owed than
owing. But I’ve been thinking about last night and I want you
to know I was really sorry.
Angel: It’s alright, Faith.
Faith: No, it’s not alright. Yeah, I was freaked and needed somebody,
but you’re with Buffy. I should know better.
Angel: Yeah, okay.
When Faith gets within arm’s reach, Angel backs away.
Faith: You don’t trust me.
Angel: It’s not that.
Faith: Hey, no problem. Join the club.
She turns her back. He approaches her.
Angel: Look, Faith. I know what you’re going through, alright, and
how hard it can be. It’s important you have somebody who’s been
there and who understands what you’re going through. (He grasps
Faith by the shoulders and turns her around.) Look, I want to
trust you.
Faith: Chump.
She has a vial of blood in her hand and splashes it on his chest.
Out of the shadows steps the Mage. His skin is blue and his eyes
shine yellow. He starts chanting a spell.
Angel: Faith!
Faith: I wanted to do this the old-fashioned way, but hey, your
loss. Lucky I’ve got some tricks Buffy don’t know yet.
Angel: You don’t have to do this.
Faith: I know, but it’s fun. Now relax, it’ll be over soon.
The Mage continues chanting. Lights flow from his hand and
congeal around Angel’s body. The lights fade and the Mage
disappears into the shadows. Angel falls to the floor. He
gets up and his face is vamped. Angel and Faith kiss.

Fade to commercial.

The kiss continues.
Angel: Thanks, so much. (slaps Faith away) It’s good to have the
taste of a Slayer back in my mouth. It’s like cigarettes,
you know, just when I thought I’d quit. (kicks Faith in the

side) No, don’t get up. It’s good to be back in Sunnydale. Nice
climate, plenty to eat, no tortured humanity to hold me down.
(Faith flips herself up.) But you know what bothers me? (Angel
grabs her by the neck) You don’t seem to be getting the big
picture here, Faith. Now I don’t know why you turned me, but I’m
just glad you did.
Faith breaks free and kicks him away. She pulls out a stake.
Faith: I’ve got my reasons.
Angel: Let me guess. You summoned back the true Angelus because
you need a new boy toy. Doesn’t work that way.
They exchange blows. They stand, Angel holding Faith’s stake
arm up.
Faith: You wanna be smart? You listen to me.
Angel: Funny thing about vampires, Faith. We don’t establish
meaningful dialogue with Slayers.
Faith: Not how Buffy tells it.
Faith kicks him in the knee, driving him to the ground, and
jumps astride him, threatening him with the stake.
Angel: (chuckles) I should have known you’d like it on top.
Faith: You want to listen or you want to die?
Angel: As long as you’re there, I mostly want you to wriggle. But
I’m listening.
Faith: Last time you got like this, Buffy kicked your ass all the
way back to hell. You want to do better this time?
Angel: Still listening. (his face shifts to human)
Faith: Good boy. Now all you got to do is play nice and call truce
and I’ll hook you up with the real power in this town. Interested?
Angel: Very.
Faith: Then get ready to meet the new boss.

They kiss.

In the library. Buffy, Willow, Oz, Xander, and Cordelia (really
bored) sit at
the table. Wesley stands in front. Giles stands in the background.
Wesley: Our enemy has us at a disadvantage. We seem to be
consistently one step behind him. Now he has the Books of Ascenscion.
We must take definitive action.
Cordelia: You have the greatest voice. Have you ever thought about doing
books on tape?

Xander: Way to focus CC.
Wesley: Yes, let’s, uh, let’s try to stay on track. We need everyone
working together here. Where’s Angel?
Buffy: I don’t know. I went to the mansion but he wasn’t there.
Wesley: And Faith?
Buffy: She’s missing too.
Willow: Which means nothing. Two unconnected events.
Buffy: What should we do?
Giles: Buffy, I think you should try to retrieve the Books of
Ascenscion. Check out the Mayor’s office but be damned careful.
Do not confront the Mayor. We don’t know a thing about him.
Buffy: I’ll go home and stock up on weapons. Slip into something a
little more break-and-enterish.
Giles: Right. Willow, how far did you get with the Mayor’s files?
Cordelia: Excuse me, I believe Wesley is running this meeting.
Wesley: It’s, uh, it’s quite alright. Willow?
Willow: It’s all bad news. By the time I got through the encryptions,
the files were empty. Guess he saw me coming.
Oz: What about the Hall of Records? Go to the source.
Wesley: Good idea. There must be information on the Mayor there.
Giles: Wesley, why don’t you take the group and start looking?
Wesley: Right.
Cordelia: (pops up) I’m in Wesley’s group.
Giles: There is just the one group.
Cordelia: Yes! And I am in it.
Xander: Anyone mind if I skip the trip? I’m gonna cruise town, keep
my ear to the ground, and I think five’s a crowd.
Cordelia: It really is.
Oz: I’ll drive.
Willow: (proud of Oz) They liked your plan.
Giles: Anyone finds anything, check in with me. (to Buffy) Be careful.

In the Mayor’s office. The Mayor sits behind his desk. Faith
and Angel stand in front of it.

Faith: So, can I keep him?
Mayor: Let’s just take things step by step for the moment. Now then,
Angelus, may I call you Angel?
Angel: Well, actually, I’m thinking more along the lines of you
calling me Master.
Mayor: (unfazed) Ah. You know, Angelus, attitude may get you
attention, but courtesy wins respect. (chuckles) I am the one
responsible for your new attitude.
Angel picks up a letter opener, drags it across the desk
surface. He starts prowling around the office.
Angel: That’s why I’m here.
Mayor: No problems with the transition? No side effects?
Angel: Had a soul, now I’m free.
Mayor: That’s terrific! Poetic too. Not that I read much poetry
except for those little ones in the Reader’s Digest. You know,
some of those are quite catchy. (chuckles)
Angel: Hey, I don’t mean to rush things here but are you trying to
get to some kind of point?
Mayor: Kids today. Rush rush rush. Well the point, Angel, is
you’re a very powerful young man, good for Faith, and there just
may be future for you in Sunnydale. I see you’re admiring my
letter opener.
Angel: Well, actually, I was thinking of stabbing you through the
heart with it.
The Mayor turns his chair to face Angel and spreads his hands.
Mayor: Please do.
Angel throws the blade at the Mayor’s chest. The Mayor brings
his right hand in front of it and the blade embeds itself up
to the handle though his palm.
Mayor: Nice shot.
The Mayor pulls the blade out of his hand and holds his palm
up so they can see the wound heal itself in seconds.
Mayor: You see, I’m what you might call impervious. Can’t be killed,
or harmed in any way. (wipes the blade with a tissue) And that’s
just a cornerstone in my plans for this great town of ours.
Angel: Mmmm. Can’t be killed, but you don’t like germs?
Mayor: Uck, eew, awful things, unsanitary. But my question is, now
that Faith has brought you back, what are your intentions?
Angel: Well, gee, sir, I thought I’d find that Slayer that’s given
you so much trouble and torture, maim, and kill her.

Mayor: Fine! You know it’s nice to see you’re not one of those
slacker types running around town today. Torture Buffy. Killing
her’s fine, just make it a slow one.
Angel: My favorite kind.
Mayor: Wonderful, wonderful. We don’t want a replacement Slayer
anytime soon. They can’t all turn out like my girl Faith.
(Faith smiles) Have fun.
Faith: Let’s do it.
Mayor: Uh, try to have her home by eleven.
Angel and Faith leave.

Mayor: She’s not a little girl anymore.

Night. Xander is walking in a deserted street.
Xander: I love when you talk, Wesley. I love when you sing, Wesley.
Can you say the words jailbait, Wesley? Limey bastard. (sees
Angel and Faith approach) Hey guys! Man, where you been? You
gotta find Buffy. She’s going to her place and stocking up on …
Angel casually smacks Xander in the jaw without breaking
stride. Xander falls limply to the ground. Faith doesn’t
even look at him.

Angel: That guy just bugs me.

Night. Angel knocks on Buffy’s front door and Joyce opens it.
Joyce: Faith. Angel.
Angel: Hi, Joyce, nice to see you. Is Buffy home?
Joyce: Upstairs. Please tell me it’s not some vampire thing.
Angel: The only vampire here is me, Joyce. Say, you change your hair?
Joyce: (shrugs) Highlights.
Angel: Nice.
Cut to Buffy’s room. She’s loading a bag with weapons. Faith
and Angel enter.
Faith: Knock knock.
Buffy: Where have you guys been?
Angel: Been looking for you. Good thing we found you before we left.
(kisses the top of Buffy’s head)
Faith: We got the books.

Angel: They’re at the mansion.
Faith: We’d take ’em to Giles ourselves, but I think strength in
numbers is the way to go. Come on.
Angel: (Takes the weapons bag) Let me get those for you.
Cut to the mansion. The trio enters.
Buffy: Okay, let’s get the books someplace safe. Where are they?
Angel: Actually, there’s been a slight change in plan, Buff.
Buffy: Buff? You just called … What’s the matter with you?
Faith stands back and watches the show with a little smile.
Angel: Nothing. (his face has vamped) Matter of act, I haven’t felt
this good in a long time.
Buffy: Angel?
Angel: You know, I never properly thanked you for sending me to hell.
Buffy: No.
Angel: Yeah, and I’m just wondering where do I start? Card? Fruit
basket? Evisceration? (grasps Buffy’s arms)
Buffy: No.
Angel: Yeah, I know what you’re thinking. Maybe there’s still some
good deep down inside of me that remembers and loves you. If only you
could reach me. Then again, we have reality.
Buffy breaks away from him.
Buffy: I will kill you before I let you touch me. Faith, we need to
get out of here, now.
Faith: Speak for yourself, B. Me, I like it here.
Angel growls and Buffy turns to him. He knocks her out with a
roundhouse blow.
Angel: One thing I learned about Buffy, she’s so cute when she’s
sleeping.

Fade to commercial.

In the Hall of Records. Wesley, Cordelia, and Willow sit at a
table pouring over books.
Cordelia: Hey! I know a way to make investigating the Mayor even more
boring. On second thought, no, I don’t.
Oz brings a book to the table with an old picture of the Mayor.
Oz: Hey, whoa.

Willow: Whoa. Big hey whoa. Guys, check this out. Wow, like father,
like son.
They compare a shiny new photo of the Mayor with the old photo.
Oz: How about like exact same guy, like exact same guy?
Wesley: Mayor Wilkins is over one hundred years old. He’s not human.
Xander enters.
Xander: I, uh, hate to spoil the mood, but this is so much worse than
you think.
Willow: Xander, what happened to you?
Xander: You know how some people hate to say I told you so? Not me.
I told you so. Angel’s back in the really bad sense, and uh,
I told you so.
Wesley: Angelus has turned? Xander, this is terribly serious. Are
you sure?
Xander: Gee, let me think. Kind of hard to tell. Last thing I remember
was his fist.
Wesley: We must contact Giles immediately.
Xander: Good thinking. Let’s waste time with a lively debate. Leave
Buffy alone. See how dead she gets.
Cordelia: Slow down, Xander. This isn’t Wesley’s fault.
Xander: Actually, it is. Faith was your responsibility. Guess who’s
Angel’s new playmate?
Willow: Faith and Angel? Together?

Xander: Imagine the possibilities.

In the mansion. Angel (human face) is chaining Buffy to the
wall. Faith watches.
Angel: Morning, sleepyhead. You know what I just can’t believe? All
of our time together and we never tried chains. Well, can’t dwell
on the past, especially with the future we have ahead.
Faith: Bondage looks good on you, B. The outfit’s all wrong, but,
hey!
Buffy: You don’t know what you’re doing.
Faith: Really? Weird, because something about all this just feels so
right. Maybe it’s one of those unhappy childhood things. See, when
I was a kid I used to beg my mom for a dog. Didn’t matter what kind.
I just wanted, you know, something to love. (kisses Angel) A dog’s
all I wanted. Well, that and toys. (lifts a blanket to reveal
torture instruments) But mom was so busy, you know, enjoying the

drinking and passing out parts of life, that I never really got what
I wanted, until now.
Buffy: Faith, listen to me very closely. Angel’s a killer. When he’s
done with me, he’ll turn on you.
Angel: She’s right. I probably will.
Faith: Yeah? Hunh. Guess we’ll just have to keep you around for a
while then. Before we get started, I just want you to know, if
you’re a screamer, feel free.
Buffy: Why, Faith? What’s in it for you?
Faith: What isn’t? You know, I come to Sunnydale. I’m the Slayer. I
do my job kicking ass better than anyone. What do I hear about
everywhere I go? Buffy. So I slay, I behave, I do the good little
girl routine. And who’s everybody thank? Buffy.
Buffy: It’s not my fault.
Faith: Everybody always asks, why can’t you be more like Buffy? But
did anyone ever ask if you could be more like me?
Angel: I know I didn’t.
Faith: You get the Watcher. You get the mom. You get the little
Scooby gang. What do I get? Jack squat. This is supposed to be
my town!
Buffy: Faith, listen to me!
Faith: Why? So you can impart some special Buffy wisdom, that it?
Do you think you’re better than me? Do you? Say it, you think
you’re better than me.
Buffy: I am. Always have been.
Faith: Um, maybe you didn’t notice. Angel’s with me.
Buffy: And how did you get him, Faith? Magic? Cast some sort of
spell? Cause in the real world, Angel would never touch you and we
both know it.
Faith backhands Buffy.
Buffy: You had to tie me up to beat me. There’s a word for people
like you, Faith. Loser.
Faith: Uh huh. You’re just trying to make me mad so I’ll kill you.
I’m too smart for that. Stick around.
Buffy: For what? Your boss’s lame Ascenscion. Like I couldn’t stop
it.
Faith: You can’t.
Buffy: I will.
Faith: Keep dreaming. No one can stop the Ascenscion. Mayor’s got
it wired, B. He built this town for demons to feed on and come

graduation day, he’s getting paid. And I’ll be sitting at his
right hand. Assuming he has hands after the transformation. I’m
not too clear on that part. And all your little lame ass friends
are going to be kibbles’n’bits. Think about that when your
boyfriends cutting into you.
Buffy: I never knew you had so much rage in you.
Faith: What can I say? I’m the world’s best actor.
Angel: Second best.
Faith turns to Angel in surprise.
Buffy: Graduation day. You think we missed anything?
Angel: I think we know everything she knows.
Buffy: May I say something? (pulls her hands free) Psych!
Faith: You played me. You played me!
The Scooby gang bursts in the front door. Faith throws Angel
into the gang’s path. Faith and Buffy fight. The gang wards
off Angelus with crosses and stakes. Buffy and Faith end in
a standoff, each holding a knife to the other’s throat.
Faith: What are you gonna do, B, kill me? You become me. You’re not
ready for that, yet.
Faith grabs Buffy’s neck and kisses her on the forehead. Faith
runs away.
Willow: Are you okay?

Buffy looks at Angel. Angel avoids her gaze.

In the library. The Scooby gang and Wesley. Giles and the Mage
stand face to face.
Mage: The task is finished.
Giles: Yes. Thank you for coming to me and for that rather effective
light show you put on.
Mage: This restores the balance between us, Rupert Giles. My debt
to you is now repaid in full. Do not call upon me.
Giles: I shan’t. Peace with you.
Mage: And with you.
The Mage walks backward, fading into thin air.
Willow: His debt to you is repaid? What did you do?
Giles: I introduced him to his wife.

Wesley: Well, I for one protest. You pitted Slayer against Slayer in
a dangerous charade that could’ve gotten them both killed, without
informing me! I’m telling the Council! (storms off)
Giles: I think you should. (Wesley stops) We have a rogue Slayer on
our hands. I can’t think of anything more dangerous.
Buffy: At least now we know.
Giles: And we know a little bit more about the Ascenscion.
Willow: Graduation day. There’s a big scary un-fun. At least Angel’s
not bad, though. That’s good, right?
Xander: Yes, I feel so much better knowing that he broke my face in
a good way. It’s a good bruise.

Buffy: (sad) He was only acting, Xander. It was just an act.

Daylight. In Faith’s new apartment.
Mayor: Well, you win some, you lose some. From where I’m sitting,
it’s batting average that counts. So you lost some friends.
Faith: I wouldn’t exactly call them friends.
Mayor: Well, what are you worried about? Chin up! You don’t see me
looking disappointed. Heck, no. You know why? Because I know you’ll
always have me, Faith. I’m the best, the most important friend
you’ll ever have. Besides, you know, once the Ascenscion starts,
the ‘in’ crowd you’re so concerned about? Whoo! They’ll be lucky
if there’s enough left of them to fill a pothole. Promise. Still
unhappy? Okey doke. I’ve got two words that are going to make all
the pain go away. Miniature golf. (grins)

Faith shakes her head and breaks into a big smile.

In Angel’s mansion. Buffy enters.
Angel: How you doing?
Buffy: Been better.
Angel: Not hard to believe. You were a real soldier last night, Buffy.
Buffy: That’s me. One of the troops.
Angel: I know how hard it was for you.
Buffy: I really doubt that.
Angel: Is there anything I can do to make it better?
Buffy: Look, I know you only did what I asked. And we, we got what
we wanted.
Angel: I never wanted it to go that far.

Buffy: I know that. It’s not even a question of that. It’s just,
after … I need a little bit of a break. Please. (walks away)
Angel: You still my girl?
Buffy: Always. (leaves)
End credits.

Marianne LeBlanc
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