.:: Transcript 7x01 - Lessons ::.

Written by Joss Whedon

Review:

GILES (VO)

Previously on BtVS:

1 EXT. BUFFY's BACKYARD - DAY

Warren shoots at Buffy, who is in her backyard with Xander. Meanwhile, while running away, Warren fires a random shot that goes through the upstairs window into Willow and Tara's bedroom.

Cut to:

2 INT. Willow and Tara's Bedroom - DAY

Tara is shot and falls to the floor. Blood spatters Willow's shirt.

WILLOW

Tara? Oh, God!

Willow is grief-stricken. She is holding Tara's dead body, and when she looks up to heaven, her eyes turn red and black with dark magic because of her anger.

Cut to:

3 EXT. WOODS SOMEWHERE IN SUNNYDALE - NIGHT

Warren is strung up between a pair of trees. He is tied at four points, splayed out like the famous DaVinci diagram. Warren calls for help.

WARREN

Somebody!

Willow, in full dark magic splendor (black hair, black eyes), motions her hand toward Warren, and with a twist of her wrist, removes his skin. Warren screams in agony.

Cut to:

4 INT. CAVE UNDERNEATH SUNNYDALE CEMETERY - DAY

ANYA

Things just got worse.

BUFFY

How worse?

ANYA

End of the world worse. Willow's going to destroy it.

Cut to:

5 EXT. DARK TEMPLE ON PACIFIC COAST CLIFF - DAY

Willow is using her powers to activate a trigger at the temple that will end the world. Xander interferes, and hugs her as she sobs.

XANDER

I love you

Cut to:

6 INT. CAVE UNDERNEATH SUNNYDALE CEMETERY - DAY

BUFFY

(to Dawn) Things really sucked lately. Things are going to change. And I'm going to be there when it does.

7 INT. CAVE SOMEWHERE IN AFRICA - NIGHT

SPIKE

Make me what I was.

DEMON

We will return your soul.

Spike screams.

PROLOGUE

8 EXT. CITY STREET IN ISTANBUL - NIGHT

TITLE CARD: Istanbul

Turkish music plays. Camera shows the city skyline and closes in on the top of a building, and then to the street. A dark-haired girl is running through the arched hallway, looking over her shoulder and panting from the exertion of running so fast. She slips down an embankment. She's being chased. A man on the street sees her through his front door, and closes it rather than help her. Two people in hooded cloaks are chasing her. After trying various alleys looking for an escape route, she finds herself trapped in a dead-end. She sees a drain pipe next to her and decides to use it to scale the building. The people chasing her grab her foot, but she manages to escape their grip and easily climbs up to the roof. There, another hooded figure is waiting and pushes her off the building. She screams, but she lands on the ground alive, on her back. Two hooded figures hold her down, and she fights back with all her might. A third figure raises an arched, shiny, silver dagger and thrusts down at her.

Cut to:

9 EXT. SUNNYDALE CEMETERY - NIGHT

Camera is at ground level, showing a new vampire rising from his grave. He's middle-aged, wearing a suit. Sounds of his struggle to escape his grave persist until he interrupts the girls talking.

BUFFY

It's about power.

Pan to Buffy talking to someone.

BUFFY

Who's got it. Who knows how to use it. So...

Tosses a stake to Dawn.

BUFFY

Who's got the power, Dawn?

DAWN

(sighs) Well, I've got the stake.

BUFFY

The stake is not the power.

DAWN

But he's new. He doesn't know his strength. H-he might not know all those fancy martial arts skills they inevitably seem to pick up.

BUFFY

Who's got the power?

DAWN

He does.

BUFFY

Never forget it. Doesn't matter how well prepped you are or how well armed you are. You're a little girl.

DAWN

Woman.

BUFFY

Little woman.

DAWN

I'm taller than you.

BUFFY

He's a vampire, OK? Demon. Preternaturally strong. Skilled with powers no human could possibly ever--

VAMPIRE

Excuse me. I think I'm stuck.

BUFFY

You're stuck?

VAMPIRE

My foot's caught on a root or something, and... I don't even know how I got down there. If you girls could just give me a hand...

DAWN

Hm. So, he's got the power?

BUFFY

Zip it.

VAMPIRE

I really appreciate it. It's just it's so dark, and I don't even know what I'm doing here.

Buffy picks him up by his suit collar and puts him down standing on his feet.

VAMPIRE

Whoa. Ooh. Thanks. That was a help. Unfortunately it was the last--

Buffy grabs him by the throat. His voice turns scratchy.

VAMPIRE

--thing you'll ever do.

BUFFY

Listen up. I'm the slayer. You don't want to get into it with me. You want blood? You can have hers.

Vampire turns to go after Dawn.

BUFFY

Power. He's got it. He's going to use it. You don't have it, so --

Vampire is charging Dawn. She bends and flips him over her back.

BUFFY

--use that. Perfect.

Dawn stakes him, and thinks she defeated him. But she missed the heart. She gets a panicked look on her face. He pushes Dawn down, gets up and away from her. She tries again to stake him, but he overpowers her and starts to bite her neck.

DAWN

Buffy!

Buffy grabs the vampire's coat from behind, and he drops Dawn. Buffy fights with swings, kicks, punches, etc. Finally, she grabs a nearby sword, and cuts off his head.

BUFFY

It's real. It's the only lesson, Dawn. It's always real. Let me see.

She inspects Dawn's neck. There are two puncture wounds where the vampire bit her.

DAWN

It's nothing, it's just a scrape. Plus, I had a plan the whole time.

BUFFY

Really?

DAWN

Yeah, I planned to get killed, come back as a vampire, and bite you.

BUFFY

You wanted to be trained.

DAWN

Well, just the next time when you're gonna disa--

BUFFY

You did pretty well.

DAWN

I did?

BUFFY

Yeah.

DAWN

'Cause, you know, with the whole rolling thing, I was actually using his strength, and it was very tai chi. Plus I nearly got the heart.

BUFFY

My first time out, I missed the heart too.

DAWN

No way.

BUFFY

Just the once.

Buffy walks back to pack up her tools and weapons. They begin walking home.

DAWN

Well, the next vampire I meet--

BUFFY

The next vampire you meet, you run away. I just wish that was all we had to worry about. Vampires, demons... they're nothing compared to what's coming.

DAWN

I know. I just can't believe it's back.

BUFFY

Believe me, I thought I was long past it. I guess you never are. Just a few more days 'til it starts. Then we'll never know what's coming next.

Cut to:

10 EXT. NEW SUNNYDALE HIGH SCHOOL - DAY

Zoomed in on a large pair of scissors. A man is using them to cut a huge red ribbon. Pan out to a press conference and grand opening ceremony with reporters and city officials standing around.

PRINCIPAL

It is my great pleasure and privilege to announce the official opening--on the very ground that it first stood upon--of the brand new state of the art Sunnydale High!

Ceremonious clapping.

Opening credits and title sequence.

ACT I.

11 EXT. ENGLISH COUNTRYSIDE - DAY

TITLE CARD: Westbury, England

Giles is riding a horse through the English countryside. Then we see him walking through a field to a tree that Willow is sitting under. She is looking at the ground making an exotic flower grow and bloom.

GILES

That doesn't belong there.

WILLOW

No, it doesn't.

GILES

That's the flora kua alaya. A native of Paraguay, if my botany serves.

WILLOW

Is there anything you don't know everything about?

GILES

Synchronized swimming. Complete mystery to me.

Moves closer.

GILES

Yep. Paraguay. Where does it come from?

WILLOW

Paraguay.

GILES

Who brought it through the Earth?

WILLOW

It's all connected. The root systems, the molecules...the energy. Everything's connected.

GILES

You sound like Miss Hartness.

WILLOW

She's taught me a lot.

GILES

Then why aren't you in your lesson?

WILLOW

Sorry.

GILES

It's alright. She was just--

WILLOW

--afraid. Yeah, they all are. The coven is--they're the most amazing women I've ever met. But there's this look that they get. Like I'm gonna turn them all into bangers and mash, or something. Which I'm not even really sure what that is.

GILES

They're cautious. I trust you understand that.

WILLOW

I don't have that much power, I don't think.

GILES

Everything's connected. You're connected to a great power, whether you feel it or not.

WILLOW

Well you should just take it from me.

She gets up and storms off, angry at herself. They walk toward a building.

GILES

You know we can't. This isn't a hobby or an addiction. It's inside you now, this magic. You're responsible for it.

WILLOW

Will they always be afraid of me?

GILES

Maybe. Can you handle it?

WILLOW

I deserve a lot worse. I killed people, Giles.

They stop and look at each other.

GILES

I've not forgotten.

WILLOW

When you brought me here, I thought it was to kill me or to lock me in some mystical dungeon for all eternity or--with the torture. Instead, you go all Dumbledore on me. I'm learning about magic. All about energy and Gaia and root systems.

GILES

Do you want to be punished?

WILLOW

I wanna be Willow.

GILES

You are. In the end, we all are who we are, no matter how much we may appear to have changed.

Cut to:

12 EXT. IN FRONT OF BUFFY'S HOUSE- DAY

Xander parks his car and walks to Buffy's front door, wearing a suit, carrying a large tube of rolled up papers.

Cut to:

13 INT. BUFFY'S HOUSE- DAY

Buffy's getting ready to send Dawn off to her first day of school. She is talking to Dawn, who is still upstairs getting ready.

BUFFY

Dawn! Xander's here.

DAWN (O.S.)

Just a minute.

BUFFY

You're going to be late.

DAWN (O.S.)

I'm comfortable with that.

Buffy opens the front door to let Xander in.

XANDER

G'morning!

BUFFY

(to Dawn) Well, you gotta eat something. I made cereal.

DAWN (O.S.)

OK.

BUFFY

(to Xander) You're unconscionably spiffy.

Buffy walks into the kitchen. Xander follows.

XANDER

Client meeting. How exactly do you make cereal?

BUFFY

Ah, you put the box near the milk. I saw it on the food channel. Want something?

XANDER

I ate. I'm good. How are you?

BUFFY

My sister's about to go to the same high school that tried to kill me for three years. I can't change districts, I can't afford private school, and I can't begin to prepare for what could possibly come out of there. So, peachy with a side of keen, that would be me.

XANDER

Well here's a little something for what ails ya.

Xander gestures with the tube of papers he brought in.

BUFFY

Mmm. You got the rest.

Xander goes into the dining room. Buffy follows. He lays out the plans for the high school.

XANDER

Take a look.

DAWN

Hey. Check out double-O Xander.

BUFFY

Go. Talk with your mouth full.

XANDER

I've got two crews working on this diabolical yet lucrative new campus. One here finishing the Science building. And one here, reinforcing the Gym. There are no pentagrams, no secret passageways. Everything's up to code and safe as houses.

BUFFY

Nothing creepy? Strange? From beyond?

DAWN

(with her mouth full) Maybe you're just paranoid.

XANDER

Well, there is one interesting detail. I managed to scare up the plan from the old high school. You remember the very center of Sunnydale's own hell mouth?

Xander puts up new and old plans to the window so they can see through them.

BUFFY

Under the library.

XANDER

Right. So I lined up the plans, new and old. And right exactly where the library was, we now have...

BUFFY

Principal's office.

DAWN

So the principal's evil?

BUFFY

Or in a boatload of danger.

XANDER

Well the last two principals were eaten. Who would even apply for that job?

BUFFY

Guess we'll see. Ooh, we have to leave though. You have everything? Books, lunch, stakes?

DAWN

Checked thrice.

XANDER

(whispering to Buffy) Did you give her the...

BUFFY

No, I was saving it.

DAWN

What is it?

BUFFY

Back to school gift.

DAWN

It's a weapon, isn't it?

BUFFY

Yes, it is.

Dawn begins to open the present, but we don't see inside.

Cut to:

14 EXT. IN FRONT OF SUNNYDALE HIGH- DAY

Xander pulls the car up to drop Buffy and Dawn off in front of the school.

BUFFY

(to Xander) I'm gonna take her to class, have a look around.

XANDER

OK. I'm gonna be on-site here all day, so if you have any needs...

Buffy and Dawn get out of the car, and Xander drives off. They walk toward the school's front archway.

BUFFY

Now, remember, if you see anything strange... or, you know...dead.

DAWN

I got it

BUFFY

And stay away from hyena people, or any loser-type athletes, you know, or if you see anyone that's invisible.

DAWN

Hey, Buffy, I think it's pretty safe to say I'm not going to see anybody that's invisible.

BUFFY

You know, you could still drop out. Only nerds finish high school.

DAWN

You know, I don't really think it's fair for you to try and scare me on my first day of high school. 'Cause it is so redundant.

BUFFY

The place is evil.

As they enter the archway, someone greets them.

PRINCIPAL

Tough to let 'em go, huh?

BUFFY

Hi.

PRINCIPAL

I'm Robin Wood. New principal.

BUFFY

Oh, uh, Buffy Summers. This is Dawn.

PRINCIPAL

Nice to meet you.

DAWN

Hi.

BUFFY

So you're the new principal. I expected you to be more... aged.

PRINCIPAL

Huh. You seem a bit young to have such a gown-up daughter.

BUFFY

Oh. Uh, uh, no. Sister.

PRINCIPAL

Oh, right, um, of course.

BUFFY

You didn't really think she's my... it's my hair. I have mom hair.

DAWN

No...

PRINCIPAL

I actually have heard of you, Miss Summers. Graduated from the old high school, am I right?

BUFFY

Uh, yeah. How did you--?

PRINCIPAL

Well, I better get back to work. Gotta start deadening young minds. It's really nice to meet you. You have fun.

The principal leaves, and Buffy eyes him carefully as he walks away.

BUFFY

That was suspicious.

DAWN

You betcha. Bye.

Dawn walks away from Buffy through the school's courtyard to go to class.

BUFFY

Oh, Dawn--

DAWN

I know! You never know what's coming. The stake is not the power. To Serve Man is a cookbook. I love you. Go away.

Buffy crosses her arms, gets an idea, and walks toward the school.

Cut to:

15 INT. HALLWAYS AT SUNNYDALE HIGH- DAY

Buffy is walking the halls of the high school while class is in session, checking it out. Suddenly, a basketball is thrown at a locker by a kid who's not in class. She goes to check it out, and sees a kid (later we meet him, Carlos) walk away down another hall out of sight. While following him, Buffy passes a door with a sign that says "Basement. No student access." She continues past it, checking out the halls.

Cut to:

16 INT. CLASSROOM AT SUNNYDALE HIGH- DAY

Students are talking to each other before class, but not to Dawn. The teacher gets their attention.

TEACHER

OK. I'm Mr. Lonegrin. Why don't we go around the room and introduce ourselves, hmm? Let's start with...

Cut to:

17 INT. RESTROOM AT SUNNYDALE HIGH- DAY

Buffy walks into the girls' restroom and looks at herself in the mirror, fondling her hair, pouting.

BUFFY

It's not "mom hair."

She goes to wash her hands and notices a bundle of twigs. She picks them up, and when she looks in the mirror, she sees a woman who wasn't there before. The woman looks dead.

DEAD TEEN GIRL

You can't protect her. You couldn't protect me.

Buffy turns around, and there's no one there. Then something else comes after her and she retreats to the wall.

DEAD JANITOR

Get out. Get out. Get out!

Buffy looks up again, and he's gone.

Fade to black.

ACT II.

16 INT. CLASSROOM AT SUNNYDALE HIGH- DAY

Dawn's classroom again. It's her turn to describe herself to the others.

DAWN

I love to dance. I like music. I'm very into Britney Spears' early work, before she sold out. So mostly her, um, finger painting and macaroni art. Very underrated. Favorite activities include not ever having to do this again, and uh...

Buffy bursts into the classroom, frantic.

BUFFY

Dawn!

DAWN

What?

BUFFY

We have to go. It's not safe.

DAWN

But...

BUFFY

We, um. I mean I saw...

TEACHER

Can I help you?

BUFFY

No, I uh. Dawn, I just thought you were, um, in danger... of smoking. I'll be around.

Buffy leaves the classroom.

DAWN

I also have a sister.

Cut to:

17 INT. COFFEE SHOP- DAY

A male/female duet sings for the coffee shop patrons.

DUO

You've done for me everything I have ever dreamed. You are a miracle in my eyes? How do I ever say to you...

ANYA

God, they're depressing.

HALIFREK

Oh, who are they kidding with this happy, shiny crap?

DUO

Everyone I have ever...

ANYA

Six weeks tops and she's calling on me for vengeance.

HALIFREK

(mocking) Oo-ooh, he better run for cover. (laughs)

ANYA

What's that supposed to mean?

HALIFREK

Oh, sweetie. You know exactly what it means.

ANYA

Excuse me?

HALIFREK

It's the talk of the order. They're calling you "Miss Softserve." Tell me you don't know this.

ANYA

But...who?

HALIFREK

Listen, Anya. I know I've always been a little competitive with you. I mean, there was that thing in the Crimean War. We laugh about it now. But the fact is, I've actually always looked up to you. You were the single-most hard-core vengeance demon on the roster, and everybody knew it. Do I have to mention Mrs. Cholgash?

ANYA

Hmm. Ha. Good times.

HALIFREK

And then you lost your powers. It happens, and you fell for this Xander guy.

ANYA

It was a glitch. A summer thing. I am so back in the vengeance fold.

HALIFREK

No deaths. No eviscerations. You're not goading women into anything inventive, and you're not delivering when it is.

ANYA

I don't even know--

HALIFREK

Waitress downtown wished her husband was a frog? You made him French.

ANYA

Hmph, he's smelly and with a little mustache. She--

HALIFREK

Listen, Anya, if it was just me--

ANYA

What do you mean if it was just you?

HALIFREK

D'Hoffrin. The lower beings. They're all feeling the heat. Something's rising. Something older than the old ones, and everybody's tail is twitching. This is a bad time to be a good guy.

ANYA

Well, what is this--an intervention? Shouldn't all my demon friends be here?

HALIFREK

Sweetie... they are.

Cut to:

18 EXT. SUNNYDALE HIGH SCHOOL- DAY

At the construction site, Buffy talks to Xander.

XANDER

So, how's it looking? Does the place pass inspection?

BUFFY

Oh, it's great... if you're a zombie ghost thing!

XANDER

So school's back in session, huh?

BUFFY

Seems like old times.

A construction worker walks up to where they were talking, so Xander and Buffy walk to somewhere more private to have their conversation.

XANDER

So, zombies or ghosts?

BUFFY

I'm not sure. They were in the mirror, but they disappeared. Um, but they touched me, I think. Well, let's just start with dead and pissed.

XANDER

They were after you personally?

BUFFY

They talked about protecting people. Told me to leave.

XANDER

No damage, though.

BUFFY

I think I may have destroyed Dawn's social life in all of about 30 seconds, but apart from that, no.

XANDER

Ah, being popular isn't so great. Or so I've read in books.

BUFFY

This isn't a coincidence, you know, the school being rebuilt. It means something.

XANDER

As in what?

Cut to:

19 INT. CLASSROOM AT SUNNYDALE HIGH- DAY

Dawn is sitting at her desk. The boy sitting beside her asks her a question.

TEEN BOY

Could I borrow a pencil?

Dawn nods. She unzips the pencil pouch in her notebook, and picks out a yellow pencil to hand him. But he has transformed into a dead person like Buffy saw in the restroom.

DEAD TEEN BOY

Thanks a lot.

Dead teen boy takes the pencil and tries to stab Dawn's eye with it. She screams and falls to the floor.

TEACHER

Are you all right?

Dawn looks around, and the dead teen boy had disappeared. Her classmates are all staring at her.

DAWN

I'm sorry. There was... a... a bee. It flew in my eye. I'm very allergic.

Dawn stands up.

TEACHER

I think it's gone.

DAWN

Can I go to the bathroom?

Dawn leaves the room.

Of course.

The other students look at each other trying to figure out what Dawn's problem was.

ANOTHER STUDENT

Guess it runs in the family.

Cut to:

20 INT. RESTROOM AT SUNNYDALE HIGH- DAY

Dawn goes into the restroom to gather her thoughts and recover from her scare. She hides in the first stall and tries to catch her breath. She hears scared crying from the next stall over. She gets up, leaves the stall, and checks for under the other stall doors, looking for feet. No feet.

Cut to:

21 INT. HALLWAY AT SUNNYDALE HIGH- DAY

Buffy is walking in the hall in a hurry, and isn't looking where she's going. She bumps into the principal.

PRINCIPAL

Whoa.

BUFFY

Ooh, sorry.

PRINCIPAL

Miss Summers. I didn't know you were still about.

BUFFY

Uh, yeah, I was just looking for--

PRINCIPAL

I thought in general it was customary for a person who's graduated to, um, you know, go somewhere else. (laughs)

BUFFY

Well, it's a new campus. I'm just getting to know it. You know, make sure it's safe for my sister.

Cut to:

21 INT. RESTROOM AT SUNNYDALE HIGH- DAY

Dawn decides to check in the stalls one by one. Cautiously, she pushes in the first door. Empty. Second stall is empty too. When she pushes in the door to the third stall, there's a girl there, sitting fetal style with her feet on top of the toilet seat.

DAWN

Hey. What's wrong?

KIT

There's someone in here.

Dawn looks around.

DAWN

It's only me.

Kit shakes her head.

KIT

No, it's not.

Cut to:

23 INT. HALLWAY AT SUNNYDALE HIGH- DAY

Buffy is still talking to the principal.

PRINCIPAL

You know, I, um, have to be honest. I actually know a little bit more about you than I let on before.

BUFFY

Isn't that interesting.

PRINCIPAL

Oh, it really is.

Cut to:

24 INT. RESTROOM AT SUNNYDALE HIGH- DAY

Dawn and Kit are still talking.

DAWN

Let's get you out of here, OK? Maybe we can get some air. I'm Dawn.

KIT

Kit.

DAWN

Saw something pretty creepy, huh?

KIT

You wouldn't believe me.

DAWN

I kinda sorta think I will. Was there a pencil involved in any--

They look in the mirror and notice there are three dead people there (dead teen girl, dead teen boy, and dead janitor). The lights start exploding, sparks are shooting out from them, and the floor is breaking under their feet. They scream. Hands are reaching for them, pulling them down into the floor.

Fade to black.

ACT III.

25 EXT. ENGLISH COUNTRYSIDE - DAY

In front of the same building where they were talking before, Willow has fallen onto the ground and appears to be in pain. Giles is with her, and tries to hold her.

WILLOW

Oh, God.

GILES

Just breathe.

WILLOW

I can't. God!

GILES

Just breathe.

WILLOW

What happened?

GILES

What do you remember?

Willow props herself up with her hands on the ground.

WILLOW

We were talking and I felt...

She recoils and brings her hands away from the ground suddenly frightened.

WILLOW

I felt the Earth. It's all connected. It is, but it's not all good and pure and rootsy. There's deep, deep black. There's... I saw, I saw the Earth, Giles. I saw its teeth.

GILES

The hell mouth.

WILLOW

It's gonna open. It's gonna swallow us all.

Cut to:

26 INT. BASEMENT SUNNYDALE HIGH - DAY

The girls have fallen through the bathroom floor into the basement. There is rubble all around them. They are on the floor, but appear to be undamaged. Kit comes to first and goes to Dawn.

KIT

Hey. Hey, wake up. Please wake up.

DAWN

Oh, oh, God, uh... Are you OK?

KIT

We have to leave.

DAWN

You're not wrong. C'mon. There's got to be a staircase.

Cut to:

27 INT. HALLWAY AT SUNNYDALE HIGH- DAY

Buffy is still talking to the principal.

PRINCIPAL

The school board recommended I spend a little time reading your record. It's, um, quite a page-turner. Kind of a checkered past...

BUFFY

Huh. More like a plaid. Kind of a clan tartan of badness, really. You know, but there were factors.

Cut to:

28 INT. BASEMENT SUNNYDALE HIGH - DAY

The girls are walking around the basement, looking for an exit.

DAWN

What did you see when I found you in the stall?

KIT

A girl. She said she died here, and that everybody dies here, and that we would too.

DAWN

Here I was worried about not fitting in.

The girls run into someone unexpectedly in the basement and scream. It's Carlos.

CARLOS

Who are you?

KIT

Who are you?

DAWN

Are you dead?

CARLOS

Stop saying that!

DAWN

Whoa. We're not dead. We saw creepy dead people, and we're just trying to get out.

CARLOS

I just came down here for a smoke, you know, and I saw... it was a janitor. He was yelling at me. I thought he was just pissed, but... I saw him in the light.

DAWN

Wait, you came downstairs? Where?

CARLOS

Man, I got no clue. I ran away like a girl. I don't know this place at all.

DAWN

OK, so we can run around in circles, or...

Dawn walks down the corridor, and the others follow. Then a voice comes from behind.

DEAD JANITOR

Do you really think you can run away?

KIT

It's not real.

DAWN

Lesson one: it's always real.

Dead people surround them now.

DEAD TEEN BOY

I tried to run too.

DEAD TEEN GIRL

I tried to scream. Doesn't matter how much you scream, nobody ever hears you.

DAWN

Hear me. Right. Ooh. I got a present.

KIT

What is it?

DAWN

A weapon.

Dawn dials the new cell phone that Buffy gave her for the first day of school.

Cut to:

27 INT. HALLWAY AT SUNNYDALE HIGH- DAY

Buffy is still talking to the principal.

PRINCIPAL

Well, it's clear your sister looks up to you, which I think is great.

BUFFY

No, she's much, much worse than me. Troublemaker. Expulsion is really the only way to go. You know, or you can suspend her for... three years.

PRINCIPAL

Well, how 'bout we give her a chance first. Just as long as she keeps her grades up, and--

Buffy's cell phone rings.

BUFFY

Boy, that's loud.

PRINCIPAL

That's a part of the reason we don't allow cell phones in--

BUFFY

Excuse me. Yeah. (to principal) Oh, sorry. My dog. Uh, dog walker. (Quietly, into phone) Three dead?

PRINCIPAL

Oh, my God!

BUFFY

Uh, no, I'll be right there.

PRINCIPAL

Your dogs are dead?

DAWN

And, Buffy? Isn't this reception amazing? I'm in the freakin' basement!

BUFFY

OK. Sorry about that. I--I have to ...

PRINCIPAL

Yeah. No, of course. And good luck with that...dog tragedy.

Cut to:

28 INT. BASEMENT SUNNYDALE HIGH - DAY

Dawn hangs up the phone and talks to her two friends.

DAWN

Help is on the way, you guys. We've just got to figure out--

She stops to look around and notices that her ghosts are nowhere to be found.

DAWN

Where did they go?

Then a dead person's hand grabs her by the throat.

Cut to:

29 INT. RESTROOM SUNNYDALE HIGH - DAY

Buffy goes into the restroom where the girls fell into the basement. She sees the hole in the floor and jumps down it.

Cut to:

30 INT. BASEMENT SUNNYDALE HIGH - DAY

Buffy wanders around the basement looking for Dawn.

BUFFY

Dawn!

No answer, so Buffy tries calling her cell phone again. Phone rings where Buffy can hear it.

BUFFY

Dawn? I'm close by.

DEAD JANITOR

Too late. But then, you're always too late, aren't you? Sure as hell didn't save me.

She hangs up the phone.

BUFFY

Where's my sister?

DEAD JANITOR

I think she's lost.

BUFFY

If I'm the one who let you die, why take it out on her? I'm right here. C'mon, what're you after? Fear? Revenge? Tasty brains?

DEAD TEEN BOY

I think I'd like Dawn to be my girlfriend.

BUFFY

Again, wrong sister. I'm the one that dates dead guys. And, no offense, but they were hotties. I mean, I'm sure you had a great personality, but...

DEAD TEEN GIRL

Busy making out with your dead boyfriend while I was ripped to death by a werewolf? (scoffs) Is that why you let me die?

DEAD TEEN BOY

I was screaming for help when they pulled me down--

Buffy makes a "T" with her hands, gesturing for a timeout.

BUFFY

Hello! Not making myself clear. I don't care how you died. I'm sorry for your loss, but where is my sister? Dawn!

DEAD JANITOR

She's not gonna hear you. This place is like a maze.

DEAD TEEN GIRL

This place is ours now. It was built on our graves.

DEAD JANITOR

All we want is for you to leave so we can rest again.

BUFFY

Actually, I'm thinking all you want is to get between me and that door. Who's for finding out why.

Dead teen boy lunges at Buffy, who pushes him out of the way. Then dead teen girl jumps on her back, and they fall to the ground. When Buffy gets up, all three dead people are standing in front of the door again, like they reappeared there supernaturally.

BUFFY

If at first you don't succeed...

Buffy leaps over them.

BUFFY

... cheat!

They jump her again. She fights them off and goes for the door.

BUFFY

Dawnie, we have to get o--

When she opens the door, much to her surprise, it's not Dawn behind the door after all. She's staring into the face of a longer-haired Spike. He looks grim, and not the least bit happy to see her. Buffy is astonished.

Fade to black.

ACT IV

31 INT. BASEMENT SUNNYDALE HIGH - DAY

Resume.

BUFFY

Spike? Are you real?

Spike laughs and looks funny at her. He stops laughing, and touches his hand tenderly to her face.

SPIKE

Buffy, duck.

BUFFY

What? Duck? There's a duck?

From behind, the dead janitor hits her over the head with a pipe.

SPIKE

No visitors today. Terribly busy.

The dead janitor starts beating on Buffy with the pipe.

DEAD TEEN BOY

Told you to get out.

Buffy trips the janitor, making him fall to the floor. She jumps up and uses the door where she found Spike to hit the dead janitor's head. Then she goes into the room and latches the door behind her.

BUFFY

He'll probably show up in a sec.

SPIKE

Nobody comes in here. It's just the three of us.

BUFFY

Spike, have you seen Dawn? She came down here with some kids.

SPIKE

(Yelling) Don't you think I'm trying? I'm not fast. I'm not a quick study. (Suddenly crying) I got my board in the water and the chalk all ran. Sure to be caned. (Laughs) Should've seen that coming.

He moves away from Buffy into a corner, but she follows. His unbuttoned shirt was loose, but he covered his chest with it, crossed his arms, and leaned his back against the wall. She reaches for his shirt to see what he was hiding. He looks away. There are numerous deep gashes on the upper left side of his chest, like he has been clawed.

BUFFY

What did you do?

SPIKE

I tried... I... tried to cut it out.

Buffy doesn't understand what's going on with Spike. He's clearly acting strange, but her cell phone rings before she can figure it out. She turns away from him to answer it.

BUFFY

Dawn?

DAWN

Buffy, where are you?

BUFFY

I...

Buffy is distracted by Spike's barely audible mumbling. He has crouched down on the floor on his tiptoes.

BUFFY

Look, where are you?

DAWN

I don't know. In a room by the furnace. Near where we fell in. They dragged us in here, and then they disappeared.

BUFFY

Yeah, they came after me too.

DAWN

Well, what do they want?

BUFFY

So far, to piss me off.

DAWN

Please, tell me it's working.

BUFFY

Oh, I'm damage-bound. I just can't figure them. Ghosts can't touch you and zombies can't disappear, so I don't know what--

SPIKE

Not ghosts.

DAWN

Who was that?

BUFFY

(To the phone) Hold on. (To Spike) You know what they are?

SPIKE

Manifest spirits controlled by a talisman, raised to seek vengeance. A 4-year-old could figure it.

BUFFY

(To the phone) Hang tight. I'll find you. These things can hurt you. You can hurt them too. Find a weapon. I'll come for you. (To Spike) Spike, you gonna help me out?

SPIKE

This is my home. I belong here. Always been here. Cheers for stopping by.

Spike walks away from Buffy. He faces the wall and puts his hands on it.

SPIKE

(To himself) It's in the wall.

Spike turns away from her to put his hands on the wall. He starts to moan softly.

BUFFY

I'll get back to you.

She kicks down the door and leaves the room.

BUFFY

Guys? Resentful dead guys? This can't be good. Come on, manifest spirits, raised up, controlled by a... talisman.

Buffy makes a call on her cell phone.

BUFFY

Xander...

Cut to:

32 INT. BASEMENT SUNNYDALE HIGH - DAY

Dawn, Kit, and Carlos are in a different area of the basement than Buffy.

DAWN

We need to find some kind of weapon just to hold them off.

Carlos finds some bricks on a nearby utility shelf.

CARLOS

I got these.

DAWN

Kit, gimme your bag.

Dawn empties the contents of Kit's purse on the floor and replaces them with the bricks. Buffy is still looking for them in the basement.

KIT

Do you think they're gonna come back?

DEAD TEEN GIRL

Think they're gonna come back? We never left. We'll always be here. Just like you.

KIT

No.

DEAD TEEN GIRL

Why do you think we picked you? The ones no one will miss. The ones that don't belong. You spend all your time trying to get out of high school, and now you'll never ever leave.

Dawn swings the brick-bag at the dead teen girl's knees and knocks her down. The dead janitor knocks Dawn back with a punch to the face. Dawn shrieks. Buffy hears her and runs toward the scream.

Cut to:

33 INT. RESTROOM SUNNYDALE HIGH - DAY

Xander enters the restroom and sees the floor has fallen in.

XANDER

Whoa. Contracty goodness. Talisman, talisman.

He edges himself around the hole in the floor to move toward the mirrors and sinks.

Cut to:

34 INT. BASEMENT SUNNYDALE HIGH - DAY

The dead people are still fighting Dawn and friends. The dead janitor attacks Dawn, who screams.

DEAD JANITOR

You can thank your sister for this.

Buffy enters the room and kicks the dead janitor away from Dawn.

DAWN

Thanks, sis.

BUFFY

We just need to keep them at bay.

The dead people keep attacking Buffy and Dawn.

DAWN

The bag!

Buffy kicks butt with the brick-bag and her karate kicks.

Cut to:

35 INT. RESTROOM SUNNYDALE HIGH - DAY

Xander is looking around on the floor of the restroom and finds the talisman.

XANDER

Yes! Talisman.

Cut to:

36 INT. BASEMENT SUNNYDALE HIGH - DAY

Buffy is still fighting the dead people. Dawn throws Buffy a metal pipe.

BUFFY

Do you really want to keep this up?

DEAD JANITOR

What're you going to do, kill us?

Cut to:

37 INT. RESTROOM SUNNYDALE HIGH - DAY

Xander breaks the talisman in half, and the dead people vanish.

Cut to:

38 INT. BASEMENT SUNNYDALE HIGH - DAY

After the dead people vanish in front of their eyes, the kids have a look of awe on their faces.

CARLOS

Are they gone?

BUFFY

Yeah. The talisman must have been destroyed.

DAWN

How'd you know it was a talisman?

BUFFY

There's always a talisman. The real question is who put it there. C'mon, you guys, let's go find a way upstairs, assuming there is one.

DAWN

You really weren't kidding about this place. I guess it hasn't changed.

BUFFY

I don't know. Seems smaller.

Cut to:

39 INT. HALLWAY AT SUNNYDALE HIGH- DAY

Buffy is standing in the hallway, talking to Dawn, Kit, and Carlos.

BUFYY

You guys are gonna be OK. School is intense, but you'll do all right as long as you're careful. And you might want to think about sticking together.

KIT

Thank you.

Kit hugs Buffy.

CARLOS

Yeah, I mean it. You are the coolest mom ever.

Buffy looks self-conscious and plays with her hair. Dawn saves her from further embarrassment by ushering her friends away.

DAWN

OK. Come on, we still have a few more classes to live through.

Dawn kisses Buffy on the cheek, and walks away with her friends. The principal walks up to Buffy.

PRINCIPAL

Curiouser and curiouser.

BUFFY

What is?

PRINCIPAL

Carlos Trejo and Kit Holburn, right? Possibly the only two students in this school whose files are as thick as yours was.

BUFFY

You really did your homework, didn't you?

PRINCIPAL

I was looking for one or both of them to actually implode in a fearsome way right before midterms. And now I see that you got 'em socializing and hugging and actually, if I'm not mistaken, headed to class.

BUFFY

Well, we shared an... encounter.

PRINCIPAL

Look, I know you're probably more than happy to get out of this place. But I gotta tell you, Miss Summers, I think you belong here.

BUFFY

Hmm, new?

PRINCIPAL

Listen, I know this school's reputation. What, you think I got this job based on seniority? We got a lot of troubled students here, and just enough money to keep this place from caving in.

BUFFY

Yeah, you might need a little extra there.

PRINCIPAL

Well, we do have a community outreach program. And the money we could pay you... wouldn't even fold. But it would just be a couple of days a week.

BUFFY

Are you asking me to be a counselor?

PRINCIPAL

Well, we have a guidance counselor, but I was thinking the kids could use someone, you know, closer to their age who still--

BUFFY

I'm in!

PRINCIPAL

What, you serious? You--you did hear the part about the money, right?

BUFFY

Yeah, I heard. My schedule might be a little funtastic, but, uh, I'll work it out. I'd like to keep an eye on this place.

PRINCIPAL

Well, that's great. Look at that. It's not even noon, and I've already bullied my first family member into helping out. I'm going to be the best principal ever.

Principal walks away. Buffy looks pleased like maybe things will work out after all.

Cut to:

40 INT. BASEMENT SUNNYDALE HIGH - DAY

Back in the room where Spike was. He's still crouched down on the floor on his tiptoes, hugging his knees. He looks vulnerable, like he's in there with someone or something dangerous.

SPIKE

The thing is...I had a speech. I learned it all. Oh, God. She won't understand, she won't understand.

Throughout this scene, the morphing monster will change form to several known characters from the show. This character will be circling Spike, addressing him as he cowers in the middle of the room.

MORPHING MONSTER (as WARREN)

Of course she won't understand, Sparky. I'm beyond her understanding. She's a girl. Sugar and spice and everything...useless unless you're baking. I'm more than that. More than flesh...

MORPHING MONSTER (as GLORY)

..more than blood. I'm... you know, I honestly don't think there's a human word fabulous enough for me. Oh, my name will be on everyone's lips, assuming their lips haven't been torn off. But not just yet. That's alright, though...

MORPHING MONSTER (as ADAM)

...I can be patient. Everything is well within parameters. She's exactly where I want her to be. And so are you, Number 17. You're right where you belong.

MORPHING MONSTER (as THE MAYOR)

So what'd you think? You'd get your soul back and everything'd be Jim Dandy? Soul's slipperier than a greased weasel. Why do you think I sold mine? (laughs) Well, you probably thought that you'd be your own man, and I respect that, but...

MORPHING MONSTER (as DRUSILLA)

...you never will. You'll always be mine. You'll always be in the dark with me, singing our little songs. You like our little songs, don't you? You've always liked them, right from the beginning. And that's where we're going...

MORPHING MONSTER (as THE MASTER)

...right back to the beginning. Not the Bang... not the Word... the true beginning. The next few months are going to be quite a ride. And I think we're all going to learn something about ourselves in the process. You'll learn you're a pathetic schmuck, if it hasn't sunk in already. Look at you. Trying to do what's right, just like her. You still don't get it. It's not about right, not about wrong...

MORPHING MONSTER (as BUFFY)

...it's about power.

Original Air Date: 24th, September 2002

Transcribed by: CariCranberry from buffyworld.com.

NB: The content of this transcript, including the characters and the story, belongs to Mutant Enemy. This transcript was created based on the broadcast episode.