SUNNYDALE HIGH

Snyder: A lot of educators tell students, 'Think of your principal as your pal.'

Cut to Snyder's office. He's lecturing Buffy and Sheila.

Snyder: I say, 'Think of me as your judge, jury, and executioner.' Tell me, who do you think is the most troublesome student in this school?

The camera pans from Sheila, looking blase', over to Buffy, looking apprehensive.

Snyder: Well, it is quite a match between you two. On the one hand, Buffy hasn't stabbed a horticulture teacher with a trowel.

Sheila: I didn't stab anyone with a trowel. They were pruning sheers.

Snyder: On the other hand, Sheila has never burned down a school building.

Buffy: W-well, that was never proven. The Fire Marshall said i-it coulda been mice.

Snyder: Mice.

Buffy: M-mice that were smoking?

Snyder: The two of you seem to be tied in the class cutting and fight starting events. You really are neck and neck here. It's quite exciting.

Sheila: What does the winner get?

Snyder: Expelled. (Buffy looks at him in shock) Thursday is Parent-Teacher night. Your parents, assuming you have any, will meet your teachers, assuming you have any left. I've decided to put the two of you in charge of this event. You have three days to prepare the refreshments, make the banners and transform the school lounge into a habitable place for adults. This will incur my good will. And may affect what I tell your parents when I meet them. Are we clear?

Buffy: I'm clear. (to Sheila) Don't you feel clear? (Sheila just looks back) We're very clear.

Snyder: Good. Because you mess up this time, and your parents will be coming to clean out your lockers.

Cut to the school's main entrance. The bell rings. Buffy and Sheila come walking out of the building.

Buffy: Well, it shouldn't be that hard. We can work on the banners at lunch tomorrow and figure out refreshments then?

Sheila: Yeah, sure, whatever. (yells) Hey, meatpie! (walks off)

Xander and Willow meet up with Buffy.

Xander: Snyder's got you guys making party favors, huh?

Buffy: His two worst students. That's what mom sees when she looks at me. A Sheila.

Sheila kisses an older boy with long, blonde hair.

Xander: Well, Sheila's definitely intense. That guy with her? That's the guy she CAN bring home to mother.

Willow: She was already smoking in fifth grade. Once I was lookout for her.

Xander: (to Willow) You're bad to the bone.

Willow: I'm a rebel.

Buffy: It's not fair. I'm the Slayer. That requires a certain amount of cutting and fighting. What's Sheila's excuse?

Xander: Homework. She won't do it. And most teachers respect that now. Oh, you might wanna keep away any sharp implements when you're working with her.

Buffy: Do you think any other Slayers ever had to go to high school?

Xander: It's no biggie. You'll have a nice soire'e. The parents will love it. As long as nothing really bad happens between now and then, you'll be fine.

Buffy: Are you crazy? What did you say that for? Now something bad is gonna happen!

Xander: Whadaya mean? Nothing's gonna happen.

Willow: Not until some dummy says, 'as long as nothing bad happens.'

Buffy: It's the ultimate jinx!

Willow: What were you thinking? Or were you even thinking at all?

The girls give Xander looks of exasperation and walk off.

Xander: Well, you guys don't know. (hugs his satchel) Maybe this time it'll be different.

Cut to a park at night. An old classic car crashes through the 'Welcome to Sunnydale' sign and screeches to a halt. Spike gets out and strolls over to the curb. He takes a deep breath and lights a cigarette.

Spike: Home, sweet home.

Opening credits roll. Buffy's theme plays.

~~~~~~~~~~ Part 1 ~~~~~~~~~~

Inside Collin's warehouse.

Vampire#1: The Master is dead. Someone has to take his place.

Vampire#2: As long as the Slayer's alive, whoever takes his place will be sharing his grave.

Vampire#1: Then let the soul who kills her wear his mantel.

Collin: Can you do it?

Vampire#1: Yes. This weekend, the night of St. Vigeous, our power shall be at its peak. When I kill her, it'll be the greatest event since the crucifixion. And I should know. I was there.

Spike: (appears behind them) YOU were THERE? (chuckles) Oh, please! If every vampire who said he was at the crucifixion was actually there, it would have been like Woodstock.

Vampire#1: I oughta rip your throat out.

Spike: (turns his back to him and strolls away) I was actually at Woodstock. That was a weird gig. I fed off a flowerperson, and I spent the next six hours watchin' my hand move.

Vampire#1 rushes him from behind, and Spike swings his fist up without even looking, hitting him in the face and knocking him down and out.

Spike: So. Who do you kill for fun around here?

Collin: Who are you?

Spike: Spike. You're that Anointed guy. I read about you. (growls at vampire#2) You've got Slayer problems. That's a bad piece of luck. Do you know what I find works real good with Slayers? Killing them.

Collin: Can you?

Spike: A lot faster than Nancy-boy there. Yeah, I did a couple Slayers in my time. I don't like to brag. (can't keep a straight face) Who am I kidding? I LOVE to brag! There was this one Slayer during the Boxer Rebellion, and...

He senses someone behind him and turns his head to look as he morphs into his human guise.

Spike: Drusilla. (goes to her) You shouldn't be walking around. You're weak.

Drusilla: Look at all the people. Are these nice people?

Spike: We're getting along.

Drusilla: (stares at Collin) This one has power. I could feel it from the outside.

Spike: Yeah. He's the big noise in these parts. Anointed, and all that.

Drusilla: (to Collin) Do you like daisies? Hmm? I plant them, but they always die. Everything I put in the ground withers and dies. (looks up and off into space) Spike? I'm cold.

Spike: (puts his jacket around her) I've got you.

Drusilla: I'm a princess.

Spike: That's what you are.

She pricks Spike on the cheek with her fingernail, and a bead of blood flows out. She reaches up and licks it off. They move close to kiss but don't, and instead look over at Collin.

Spike: Me and Dru, we're movin' in. (they separate) Now. Any of you want to test who's got the biggest wrinklies 'round here... step on up. (to Collin) I'll do your Slayer for you. But you keep your flunkies from tryin' anything behind my back. Deal?

Collin nods. Drusilla bows her head down and puts her hands to her temples.

Drusilla: I can't see her. The Slayer. I can't see. (looks back up) It's dark where she is. Kill her. Kill her, Spike. Kill her for me?

Spike: It's done, baby.

Drusilla: Kill her for princess?

Spike: I'll chop her into messes.

Drusilla: You are my sweet... my little Spike.

Spike: (to Collin) So. How 'bout this Slayer? Is she tough?

Cut to Buffy's room. She's standing at her mirror, trying to brush her hair.

Buffy: Ow!

Joyce: What's wrong?

Buffy: I spent a good part of my allowance on this new cream rinse, and it's neither creamy nor rinsey.

Joyce: Life is hard, dear.

Buffy: Don't I know it. Is that a split end?

Joyce: I got the mail.

Buffy: Good.

Joyce: Which included a reminder notice about Parent-Teacher night. Thursday.

Buffy: That's good.

Joyce: Which you were planning on telling me about?

Buffy: Oh, for... (faces her mom) the last two weeks.

Joyce: Uh-huh. So, what do you think your teachers are gonna tell me about?

Buffy: Well, I think they'll all agree that I always bring a pen to class, ready to absorb the knowledge. (sits on her bed)

Joyce: And, uh, this absorption rate? How is it reflected in your homework and test scores?

Buffy: What can you really tell about a person from a test score?

Joyce: Whether or not she's ever going out with her friends again.

Buffy: Oh, that.

Joyce: Well, I look forward to meeting your principal.

Buffy: Won't that be something.

Joyce: (comes over to the bed) Look, sweetheart. Life is more than grades and homework and not getting kicked out of school. (sits next to Buffy)

Buffy: I know.

Joyce: But we moved once because of you getting in trouble. And I had to start a new business, not to mention a new life in a whole new town.

Buffy: And you don't wanna do it again.

Joyce: What I don't want is to be disappointed in you again.

Buffy: Mom, that's the last thing that I want, too. (exhales) I'm trying, I really am. I just... I have a lot of pressure on me right now.

Joyce: Wait 'til you get a job. Sleep tight. (gets up and leaves)

Buffy gets up from her bed and walks over to her desk. She pulls open the top left drawer. In it is a jar of holy water, a cross, a few stakes, a set of brass knuckles. She looks up at her reflection in the mirror.

Buffy: I have a job.

Cut to the school. Cut to the lounge. Buffy and Willow are working on a banner.

Willow: Sheila's a no-show? She goes to this really rank bar. The Fish Tank? Sometimes they have raids and other stuff that can make you tardy.

Buffy: D'you think you can help me cram some French tonight? I don't want Mr. DeJean telling my mother I'm an imbecile.

Willow: I thought we were going to the Bronze tonight. 'Cause of how you thought Angel might show?

Xander: If he does he'll meet some other nice girl? Studying comes first.

Buffy: We're going to the Bronze. I can study and party and do Parent-Teacher night and make my mother proud as long as I don't have to...

Giles and Jenny come walking in.

Giles: Buffy!

Buffy: ...fight vampires.

Giles: (to Jenny) There is nothing in the chronicles about a-an extraneous lunar cycle.

Jenny: The Order never accurately calculated the Mesopotamian Calendar. Rupert, you have GOT to read something that was published after 1066.

Giles: Very funny.

Xander: What's the up, guys?

Giles: W-um, Ms. Calendar has been researching, well, uh, surfing on her computer, a-and she's... Well, according to her calculations, this Saturday is the night of St. Vigeous.

Buffy: Let me guess: he didn't make balloon animals.

Giles: No, he led a crusade, of, of, uh, vampires. They swept through Edessa, Harran, and points east.

Jenny: And they didn't leave much behind.

Buffy: Well, if I survive Parent-Teacher night tomorrow, I'll see what I can do about Saturday.

Giles: You're being a tad flip, don't you think? This is serious.

Buffy: And getting kicked out of school is laughs aplenty?

Giles: You know what happens when you, you let your life interfere with your slaying.

Buffy: Okay, well, if my slaying doesn't get me expelled, then I promise my banner making won't get me killed, okay? Just please let me get through this week.

Giles: This Saturday's going to need a great deal of preparation.

Willow: Well, we'll help.

Xander: Yeah, I'll whittle stakes.

Willow: A-and I can research stuff.

Xander: And while I'm whittling, I plan to whistle a jaunty tune.

Giles: Yes, your help will be greatly appreciated, but when it comes to battle, Buffy must fight alone. You are, after all, the Slay... (sees Snyder in the hall) ...slay-ve. Slaves. You're, you're all slaves to the, uh, television.

Jenny: Yes.

Giles: Young people nowadays. (to Jenny) Shall we go?

Jenny: Mm, let's. (they leave)

Snyder comes over.

Snyder: (to Willow and Xander) You wouldn't be helping Buffy in Sheila's place, would you?

Xander: (laughs nervously) No.

Willow: We're hindering.

Snyder: She ditched. (takes a deep breath) Mm. I feel an expulsion coming on.

Buffy: No. No, actually, Sheila's been helping us for hours. Um, she just went to get some more paint.

Sheila comes in the door behind Buffy and takes off her glasses. Buffy notices Snyder looking behind her, turns around and sees her.

Buffy: Oh! Oh, is there no more teal in the art room? (goes over to Sheila) I know you wanted everything to be perfect, but let's just go with what we have.

Snyder: Just make sure everything is perfect on Thursday. (turns and leaves)

Sheila: Thanks for covering. Guy's a serious rodent.

Buffy: No problem.

Sheila: Did you really burn down a school building one time?

Buffy: Well, not actually one time.

Sheila: Cool.

Cut to the Bronze. Nickel is the band tonight. They're in the middle of playing "1000 Nights". Xander dances lamely by himself as Willow helps Buffy with her French at a table.

Lyrics: A drink you can't resist / And in your head a voice you'll always miss

Buffy: La vache... doit me... touche... de la... jeudi. (looks at Willow) Was it wrong? Should I use the plural?

Willow: No. But you said, 'The cow should touch me from Thursday.'

Buffy: Maybe that's what I was feeling.

Willow: And you said it wrong.

Buffy: Oh, je stink.

Willow: You're just not focused. It's Angel missage.

Buffy: Well, he didn't say for sure. It was a 'maybe see ya there' kinda deal.

Xander: Guys, I'm all alone out there. Somebody has to dance with me.

Willow: Well, we are studying.

Xander: C'mon, one dance. You've been studying nearly twelve minutes.

Buffy: No wonder my brain's fried.

She gets up. Willow starts to protest, but Buffy and Xander drag her along with them.

Buffy: Come on.

Spike walks up to their table and watches them dance as the band starts a new song, "Stupid Thing".

Lyrics: I did a stupid thing last night / I called you / A moment of weakness / No, not a moment / More like three months of weakness

Spike walks along the edge of the dance floor and studies Buffy intently. Xander and Buffy dance lively. Willow doesn't move much, but smiles widely, enjoying herself.

Lyrics: I'm one step away from crashing to my knees / One step away from spilling my guts to you

Spike goes over to vampire#1 at the bar.

Spike: Go get something to eat.

Lyrics: I'm doing all right / No, don't feel sorry for me / Really I'm all right / I'm one step away from crashing to my knees

He comes back to some people near where Buffy, Willow and Xander are dancing and speaks loudly so that Buffy is sure to overhear.

Spike: Where's the phone? I need to call the police. There's some big guy out there trying to bite somebody.

Buffy runs from the dance floor. Spike watches her go.

Cut outside to the alley. Vampire#1 has found a young woman. She trembles with fear as he grabs her neck and moves in for the bite. Buffy grabs him by the shoulder and pulls him off of her. He somersaults and rolls up to his feet.

Vampire#1: Slayer!

Buffy: Slayee!

She does a roundhouse kick to his face. He only flinches a bit. He swings at her, but she sidesteps the blow. She swings back, and he grabs her arm, swings her around and throws her into a metal roll-up door. She hits it high and hard and falls to the ground, but quickly gets up again. He swings again and hits the metal door with his fist when she ducks the punch. Xander and Willow arrive. Buffy blocks the vampire's punch and holds on to his arm. She looks behind her at the others.

Buffy: Get her out of here!

She turns her attention to punching the vampire repeatedly in the face. Willow grabs the woman and pulls her away and out of danger.

Buffy: (to the rhythm of her punches) And a STAKE would be NICE!

Xander runs to find a stake. Spike looks on from the side.

Cut inside to the table. Xander goes though Buffy's purse. He pulls out a yo-yo and sets it aside. He pulls out a tampon and quickly drops it like a hot potato. He finds a stake, and rushes back out.

Cut to the alley. Buffy punches the vampire's face again and then his chest. He gets loose from her and lands a punch on her face. She goes spinning down to the ground and lies there, momentarily stunned. The vampire looms over her.

Vampire#1: I don't need to wait for St. Vigeous. You're mine.

He bends down to get her, and she kicks him in the face. He staggers backward as she maneuvers to he feet.

Vampire#1: Spike! Gimme a hand!

Buffy looks over at Spike in the shadows. Xander is back with the stake.

Xander: Buffy!

She turns to him and he throws her the stake. She catches it out of the air, and in a smooth, swift motion plunges it home into the vampire's chest. He doesn't even have time to fall before he crumbles to ashes. Spike comes out of the shadows slowly clapping his hands. Buffy looks at him with a confused expression on her face. Willow and Xander see him, too.

Spike: Nice work, love.

Buffy: Who are you?

Spike: You'll find out on Saturday.

Buffy: What happens on Saturday?

Spike: I kill you.

Buffy is speechless and just watches him leave.

~~~~~~~~~~ Part 2 ~~~~~~~~~~

The alley outside the Bronze. Sheila comes out with two guys and they walk along the alley.

Sheila: Alright. Which one's Dwayne and which one's Dell? (hic) Don't tell me. Dell's the one with the tattoos. You guys weren't lyin' about havin' a Cadillac, were you? 'Cause I'm crazy about a Cad. Just the feel of the leather makes me wanna...

She's gotten a bit ahead of Dwayne and stops to look back at him. She sees he's gone.

Sheila: Where'd you go?

She looks the other way at Dell, and he's gone, too.

Sheila: What's going on? (starts walking slowly, looking around) Where are you guys? Not funny!

She turns around and is startled by Spike.

Sheila: Who are you?

Spike: Who do you want me to be?

Sheila: Did you see...

Spike: ...those two losers who thought they were good enough for you?

Sheila: What happened to 'em?

Spike: They got sleepy.

Sheila: Huh?

Spike: And you got something a whole lot better.

He slowly walks past her and down the alley. She follows him with her gaze.

Sheila: Hey, wait up! What's your name?

She starts after him. The camera follows her, but then pans down to Dwayne and Dell, dead in a pile of trash.

Cut to the library. The table is full of books, and Xander, Willow and Jenny are looking through them doing research.

Giles: Spike. That's what the other vampire called him? That's a little unorthodox, isn't it?

Buffy: Maybe he's reformed.

Giles: Perhaps he went by another name in... times past.

Jenny: Well, whoever he is, we'll need all the help we can get come this Saturday.

Xander: So, this night of St. Vigeous deal. If they're gonna attack in force, aren't we thinkin' vacation?

Willow: We can't run, that would be wrong. Could we hide? I mean, if that Spike guy is leading the attack, (shudders) yeeehehehe.

Giles: Well, he can't be any worse than any other creature you've faced.

Angel: (suddenly appears) He's worse. (they all look at him) Once he starts something he doesn't stop until everything in his path is dead.

Xander: Hmm. So, he's thorough, goal oriented.

Buffy: We were at the Bronze before. Thought you said you might show.

Angel: You said you weren't sure if you were going.

Buffy: I was being cool. C'mon, you've been dating for, what, like, two hundred years? You don't know what a girl means when she says maybe she'll show?

Willow: Wow, two centuries of dating. If you only had two a year, that's still, like, four hundred (Buffy gives her a look) dates with four hundred different... (looks at the mace on the table) Why do they call it a mace?

Giles: Uh, we do have slightly more urgent matters to discuss.

Buffy: Yeah, like keeping my mom away from Principal Snyder tomorrow night?

Jenny: And not dying Saturday.

Giles: Angel, do you know if this Spike fellow goes under any other name?

They all look where he was, but he has disappeared. The library doors finish shutting.

Xander: Okay, that's it. I'm puttin' a collar with a little bell on that guy.

Cut to Drusilla's room. There is chanting going on elsewhere. The camera pans from her bed past her TV and lamp and over to her collection of dolls. She lifts one and turns it to face away.

Drusilla: Miss Edith speaks out of turn. She's a bad example, and will have no cakes today. Shhhh.

Spike: (comes up behind her) Darling, are you going to eat something?

Drusilla: I'm not hungry. I miss Prague.

Spike: You nearly died in Prague. Idiot mob. This is the place for us. (leads her to the bed) The Hellmouth will restore you, put color in your cheeks, metaphorically speaking, and in a few week's time...

Drusilla: (lies back on the bed) The stars will align, and smile down on us.

Spike: (leans over her) And then, God, this town will burn.

Drusilla: (giggles) A pretty fire!

He rolls over her and lies down next to her.

Drusilla: (hears the chanting) They're preparing.

Spike: St. Vigeous is coming up. Should be a party.

Sheila is tied up and gagged with her hands hanging from a hook above her.

Drusilla: You should go up with them and cleanse.

Spike: Dru...

Drusilla: The boy doesn't trust you. They follow him. (sits up) I think sometimes that all my hair will fall out and I'll be bald.

Spike: (sits up) Never happen. Alright. (gets off of the bed) I'll go up and get chanty with the fellas, but YOU (goes to Sheila) got to do me one favor. (takes Sheila off of the hook) Eat something. (hands Sheila to Drusilla and leaves)

Drusilla: (turns Sheila to the dolls) You see, Miss Edith? (cut to the doll facing away) If you'd been good you could (cut to Drusilla in her game face) watch with the rest.

Sheila looks at Drusilla, but can't scream because of her gag. Drusilla roars and moves in for a quick, violent bite.

Cut to the school the next day. Willow checks the crossbow. Jenny walks behind her with extra pieces of wood to make stakes and sets them on the table between Cordelia and Xander, who are whittling away. Jenny continues walking over behind Buffy. Buffy holds up a large sharp machete, then starts chopping something with it. The camera pans down to show that it's a cucumber. She's preparing a vegetable tray.

Giles: For three nights the unholy ones scourge themselves into a fury, um, culminating in a savage attack on the night of St. Vigeous.

Xander: Does anybody remember when Saturday night meant date night?

Cordelia: You sure don't.

Buffy: Ooo! Parents start arriving in an hour. Okay, so, um, banners are in place, the lounge is comfy... What am I forgetting?

Willow: Punch?

Buffy: Punch. I need, I need punch!

Cordelia: My fingers are cramping. How long have I been doing this?

Xander: Three minutes.

Cordelia: So, can I go now? She doesn't need this many stakes. I mean, if this guy Spike is as mean as you all said, it should be over pretty quickly. (Buffy looks up at her) We're still all rooting for you on Saturday. I'd be there for you myself if I didn't have a leg wax.

Buffy: You guys hold down the fort. I'm punch bound.

She leaves the library. As soon as she's gone Xander and Cordelia both reach over and grab something off of the vegetable tray. Buffy sticks her head back in the door.

Buffy: No!

Cut to later at Parent-Teacher night. Buffy is doling out the punch into cups. Willow comes over.

Willow: What kinda punch did you make?

Buffy: Uh, lemonade. (hand her a cup) I made it fresh and everything.

Willow: How much sugar did you use? (takes a sip)

Buffy: Sugar?

Willow grimaces at the incredibly sour taste, and puts the cup down.

Willow: It's very good.

Buffy: Okay, now all I have to do is keep my mother and Snyder from crossing paths for the rest of the night.

Willow: (sees Joyce) Hi, Mrs. Summers.

Joyce: Hi, Willow. Hi, honey. Did you, uh, do all this?

Buffy: Yeah! Um, (picks up a cup) here, have some lemonade. (sees Snyder) Right after Willow shows you the library. I have to stay here and hostess. (puts the cup back down)

Willow: Great, the library. (puts her arm around Joyce's shoulder) Uh, um, ooo, no, G-Giles and everyone...

Buffy: ...is locked in there studying. Right. French class it is!

Willow leads Joyce away. Snyder comes up to Buffy.

Snyder: Was that your mother?

She grabs a cup and a ladle full of lemonade and turns toward him.

Buffy: Here. (fakes a spill) Oh! Oh, sorry! Um, yeah! Yeah, I was gonna introduce you, but, um, she wouldn't have said much. Y'know, she doesn't speak a word of English.

Snyder doesn't believe a word of it, and makes tracks to follow Joyce and Willow. Buffy lets out a worried moan and looks up at the clock. 6:15. Fade to 8:45. Cordelia comes walking in.

Cordelia: Giles has us locked up in that library working on YOUR weapons. Even slaves get minimum wage.

She stares at Buffy's face.

Buffy: What?

Cordelia: You're starting to look a little slagged. What, are you just skipping foundation entirely now?

Buffy: Cordelia, I have at least three lives to contend with, none of which really mesh. It's kind of like oil and water and a... third unmeshable thing.

Cordelia: Yeah, and I can see the oil. (sees Joyce talking to Willow) Is that your mom? (Buffy looks) Now that is a woman that knows how to moisturize. Did it, like, skip a generation?

Joyce: (comes over) Well, I believe that I have seen every classroom on campus, and just as I get there all your teachers miraculously have stepped out.

Willow smiles over Joyce's shoulder, proud of herself.

Buffy: Oh! (notices Snyder coming back into the room) Oh. Um, but you haven't seen the boiler room yet. And, you know, that's really interesting, what with the boiler being in the room and all. (laughs nervously)

Snyder comes up to the group. Joyce offers her hand to him.

Joyce: Hi. I'm Joyce Summers. I'm Buffy's mother.

Snyder: (ignores her hand) Principal Snyder. I'm afraid we need to talk. My office is down here.

Joyce follows Snyder to his office. Cordelia watches them go with a huge smile on her face.

Buffy: (worried) He didn't look very happy.

Willow: But you did such a good job.

Cordelia: When they're done talking...

Buffy: What?

Cordelia: My guess? Tenth high school reunion, you'll still be grounded.

Buffy gives her a look.

Willow: Cordelia, have some lemonade.

Cordelia heads over to the punch table.

Cut to the library. Giles and Jenny continue their research while Xander keeps whittling.

Giles: Oh, there you are.

Jenny: There who is?

Giles: Our new friend Spike. He's known as 'William the Bloody'. Earned his nickname by torturing his victims with railroad spikes. Very pleasant. Well, here's some good news: he's barely two hundred. He's not even as old as Angel is. (frowns) Oh.

Xander: That's a bad look, right?

Giles: I think your suggestion of running away this Saturday might've been a good one. Spike has fought two Slayers in the last century, and... he's killed them both.

Cut to the lounge. Buffy and Willow see Snyder come back in with Joyce. She comes up to her daughter.

Joyce: In the car, now.

Buffy and Willow exchange a concerned look. Buffy starts to follow her mom out. She turns her head to look back at Snyder, who's going around turning off the lights. Joyce waits for Buffy to join her, and they walk out of the room. Snyder goes to another switch by the back wall next to a large window and turns it off. Two vampires suddenly come crashing through the window. Buffy looks back into the room. Several more vampires follow, and they storm into the room. The people panic and begin to run around. Buffy comes back into the room. The vampires have lined themselves up.

Spike: What can I say? I couldn't wait.

~~~~~~~~~~ Part 3 ~~~~~~~~~~

The lounge. Spike attacks. Buffy grabs a chair and throws it at him, tripping him up. She runs back out of the room and grabs her mother's hand. She turns down the hall to the right, but more vampires come in that way, so she goes the other way. In the lounge Spike grabs hold of a man.

Spike: Nobody gets out! Especially the girl!

Cut to the hall. Another vampire is guarding an exit. Buffy heads in another direction.

Buffy: Everybody, this way! C'mon! C'mon!

Snyder and several others run past her as she shoves a cleaning cart into the two vampires chasing them. Willow and Cordelia come running out of the lounge and nearly trip over them. They head to their right, but a vampire grabs Cordelia and she screams. Willow grabs a bust from a display pedestal and wields it back for a swing.

Willow: Hey!

The vampire looks up and Willow swings the bust hard into his face, knocking him off of Cordelia. Willow grabs her hand and pulls her into a closet.

Cut to the hall outside the library. Giles, Jenny and Xander come running out.

Giles: What the hell...?!

They see Buffy's group running toward them.

Buffy: Spike and an army! Look out!

They look behind them and see a vampire. Jenny screams.

Giles: Back!

They run back into the library and hold the door shut as the vampire slams into it. Buffy opens the door to the science classroom.

Buffy: In here! Now!

The people all run into the room. Buffy follows them in last and closes the door as the two vampires come running into the hall and begin banging on the door. Cut inside the classroom. Snyder and another man maneuver a storage cabinet in front of the door. Buffy runs over to the other door and closes and locks it. The power goes out.

Cut to the library. Giles, Jenny and Xander look up from barricading the doors as the lights go off and the emergency lights come on.

Cut to the hall outside the lounge. Spike is still holding on to the man.

Vampire#2: We cut the power. Nobody got out.

Spike: And the Slayer?

Vampire#2: She either went that way (points to his right) or that way. (points to his left) I saw two others.

Spike: You don't know?! (lets go of the man) I'm a veal kind of guy. You're too old to eat. (grabs his head and snaps his neck) But not to kill. (looks at vampire#2) I feel better.

Cut to the library. Giles tries the phone, but it's dead.

Giles: They've cut the phones. (has an idea) Wait a minute. There's an old boarded up cellar behind the stacks. You can get out that way. (to Xander) Find Angel. He knows about Spike. We need him.

Xander: No, I'm not going anywhere until I know that Buffy and Willow are alright.

Giles: No one will be alright unless we get some help!

Xander gives in and goes. Cut to the classroom.

Man: Who are those people, and what do they want?

Joyce: I didn't get much of a look, but is there something wrong with their faces? I...

Snyder: Yes! PCP! It's a gang on PCP! We've gotta get out of here.

He grabs a desk, sets it in front of a window and starts climbing.

Buffy: You can't go outside! They'll kill you!

Snyder: You don't tell me! I tell you!

Buffy: (pulls him down) They will kill everybody in this room. Nobody goes out, nobody comes in until I say so. Do you hear me?

Snyder: Who do you think you are?

Buffy: I'm the one that knows how to stop them.

She looks up and walks across the room, trying to find a way into the ceiling. Joyce grabs her by the shoulders.

Joyce: Buffy, are you crazy? Look, I know you've been accused of fighting and other things, but those guys are serious. You can't go out there.

Buffy: I know. That's why I'm going up there.

She grabs a stool, sets it on a lab table, climbs up and pushes a ceiling panel aside. She looks down at her mom.

Buffy: Don't worry, Mom.

She lifts herself up into the ceiling.

Cut to the halls. Spike is looking for Buffy.

Spike: Slaaayer! Here, kitty, kittyyy. I find one of your friends first, I'm gonna suck 'em dry. And use their bones to bash your head in. (kicks a door open)

The camera closes on the closet where Willow and Cordelia are hiding. Cut inside. Cordelia is holding a broom for defense.

Spike: Are you getting a word picture here?

Cordelia: (whispers) Oh, God, oh, God!

Willow clasps her hand around Cordelia's mouth to keep her quiet. Cut to the hall. Spike is about to kick the closet door open when he's distracted.

Vampire#2: Spike! Listen...

They listen and hear activity in the ceiling. Cut to Buffy crawling through the ceiling space. Cut to the hall.

Spike: (sing-song) Someone's in the ceeeeeiling!

Cut to the library. Giles stuffs several stakes into his jacket pockets, grabs a battle-ax from the table and heads toward the door.

Jenny: Hey-hey-hey-hey! What are you doing?

Giles starts to push his way through the barricade they constructed.

Jenny: There are at least three vampires in that hall! God only knows how many others in the building!

Giles: (looks at Jenny) Listen! I am the Watcher! I am responsible for her, and I have, I have to go!

He starts pushing things aside again.

Jenny: Rupert!

He looks back at her again.

Jenny: Be careful.

Giles: Push these back as soon as I...

Buffy breaks through the ceiling and drops to the floor. Jenny steps back in surprise. Giles lifts his ax.

Giles: Buffy! (lowers the ax) You're all right!

Buffy takes off her sweater.

Jenny: How are the others?

Buffy: Principal Snyder, my mother and four others are locked in the science room across the hall. Willow and Cordelia ran the other way. (puts on Xander's bag) I don't know if they're... Where's Xander?

Giles: He got out through the stacks. He's getting Angel.

Jenny helps Buffy put crosses and stakes into the bag.

Buffy: Good. Okay, I'm gonna take the vamps out in the hall. After that you get my mother and the others out the same way.

Giles: Let me help you.

Buffy: Giles, my mother's in that room. If I don't make it out of here, I know you'll make sure she does.

Giles: Bloody right, I will. Fair enough. What's your plan?

Buffy: Well, they split up to hold us here, so I'm gonna take 'em one on one. Set 'em up and knock 'em down.

She grabs a stool and positions it under the hole in the ceiling. She gets up on the stool and lifts herself back up.

Giles: Watch your back!

Cut to the science classroom. Snyder is pacing.

Joyce: Why don't you sit down?

Snyder: This is my school. What I say goes, and I say this is NOT happening.

Joyce: Well, then I guess the danger's over!

Man: I'm not waiting for them to open the doors. I'm gettin' out!

Joyce: Don't be an idiot!

Snyder: I'm beginning to see a certain mother-daughter resemblance.

The man climbs up to the window and lifts the sash.

Joyce: No! Look, you heard what Buffy said!

Snyder: She's a student. What does she know?

He takes off his jacket and goes to help the man. The two of them begin bending back the metal slats blocking the window.

Cut to the hall. A vampire throws himself against the science classroom door. It doesn't budge. He sees Spike looking at him.

Vampire: Yeah. Door's solid.

Spike: Use your head.

He grabs the vampire by the shoulder and shoves his head into a fire emergency case containing an ax. He pulls the ax out, thrusts it into the vampire's hands and continues down the hall. He passes two others pounding on another door.

Spike: You! Come with me!

One of the vampires follows him.

Cut to the science classroom. The vampire begins swinging the ax at the door. Joyce casts a worried look at Snyder and the other man. They get two slats bent aside.

Snyder: (grunts) I did it!

The man starts to pull himself through the opening. Snyder helps, but lets go when the man begins to kick and scream while struggling with something outside. Snyder watches as the man is pulled through the window and then steps down. Joyce quickly climbs up, bends the slats back and closes the sash.

Cut to the hall. Spike is listening for activity in the ceiling. He pinpoints her sound. Cut to the ceiling space. Buffy is making her way through it.

Cut outside. The man lies dead on the grass. Xander and Angel see him.

Xander: You know a lot about this Spike guy, so, um... you got a plan?

Angel grabs Xander by the throat.

Xander: Good plan.

Angel drags him into the building.

Cut to the closet.

Cordelia: (whispers) I think he's gone. (reaches for the door)

Willow: (whispers) He could come back!

Cordelia: (looks at Willow) What are we gonna do?

Willow: Pray.

Cut to the ceiling space. Buffy keeps crawling. Cut to the lounge. Spike finds two metal poles and throws one to the other vampire as he goes back into the hall. He listens for a moment and then shoves the pole up into the ceiling. The other vampire follows suit. Cut to the ceiling space. Buffy sees a pole poke through right in front of her. She begins backing up.

Cut to the hall. The vampire has almost chopped through the door to the science classroom. He steps around the corner to warn the other vampire.

Vampire: Hey! Guard the door! I'm almost finished!

He goes back to chopping when Buffy breaks through the ceiling behind him. She pulls him down with her as she drops from the ceiling and quickly dispatches him with a stake. Joyce is looking through the hole in the door, but can't see much of anything. Buffy gets up and looks through the hole.

Joyce: Buffy! Are you okay?

Buffy: I'm fine, mom.

Joyce: Buffy, look, uh, get out of here, okay? We'll be alright!

Buffy: Look, just hang on for one more minute until I tell you to open the door.

She quietly makes her way to the other hall, stake in hand. She peeks around the corner and see the other vampire standing there with his back to her. She hears a noise behind her and looks.

Buffy: Sheila! Where've you been?

Sheila: Sorry I'm late. There's some really weird guys outside.

Buffy: Shh! Yeah, I know. They're trying to kill us.

Sheila: (picks up the ax and smiles) This should be fun.

Buffy slowly heads back to the other hall.

Cut to Spike still poking the poles into the ceiling. Angel comes into the hall with Xander. Spike sees him.

Spike: Angelus!

Angel wraps his arm around Xander's neck.

Angel: Spike!

Spike: I'll be damned!

He tosses his pole aside and they greet each other with a hug and a laugh.

Angel: I taught you to always guard your perimeter. Tsk, tsk, tsk. You should have someone out there.

Spike: I did. I'm surrounded by idiots. What's new with you?

Angel: Everything.

Spike: Yeah. Come up against this Slayer yet?

Angel: She's cute. Not too bright, though. Gave the puppy dog 'I'm all tortured' act. Keeps her off my back when I feed! (laughs)

Spike: (laughing) People still fall for that Anne Rice routine. What a world!

Xander: I knew you were lying.

Angel gives Xander a squeeze to shut him up.

Xander: Undead liar guy.

Angel grabs him by the hair and shirt and holds up his exposed neck.

Angel: Wanna bite before we kill her?

Cut to Buffy. She and Sheila are about to round the corner.

Buffy: (whispers) Stay behind me.

She goes into the other hall and quietly makes her way to the vampire, holding her stake up and ready. Behind her Sheila vamps out and raises the ax.

~~~~~~~~~~ Part 4 ~~~~~~~~~~

The halls. Sheila raises her ax. Giles sees through the round library door window behind her and yells out a warning.

Giles: Buffy! Look out!

She spins around and grabs the ax from Sheila in mid swing. She swings it around and hits Sheila in the jaw with the butt of the handle. The other vampire attacks and ducks as Buffy swings the ax at him. The ax gets buried in the wall. The vampire smiles as he straightens back up, thinking he avoided her blow, but then looks down at the stake protruding from his chest. He collapses to the floor and bursts into ashes. Buffy looks over at Sheila and watches her run from the hall, then rushes back to the classroom door.

Buffy: Mom, now!

Joyce: (opens the door) Okay, come on, let's go!

Everyone rushes out of the classroom and into the library.

Joyce: C'mon! Hurry!

Buffy: (to Giles) Get them out!

Joyce: You're coming too!

Buffy: In a minute! Go! (rushes off)

Joyce: (watching her go) Buffy!

Cut to Spike and Angel.

Spike: I haven't seen you in the killing fields for an age.

Angel: I'm not much for company.

Spike: No, you never were. So, why're you so scared of this Slayer?

Angel: Scared?

Spike: Yeah. Time was you would've taken her out in a heartbeat. Now look at you. I bet this, uh, tortured thing is an act, right? You're not... housebroken?

Angel: I saw her kill the Master. Hey, you think you can take her alone? Be my guest. I'll just feed and run. (roars and bends to Xander's neck)

Spike: (holds up his hand) Don't be silly! We're all friends. We'll do it together. Let's drink to it.

They both slowly lean in to Xander's neck. At the last moment Spike punches Angel in the face, making him stagger back. Spike: You think you can fool me?! You were my sire, man! You were my... Yoda!

Angel: Things change.

Spike: Not us! Not demons! Man, I can't believe this. You Uncle Tom! (grabs his pole from the floor) Come on, people! This isn't a spectator sport!

The vampires roar and attack. Xander barges out the door behind him and runs. Angel follows as the other vampires give chase. Spike senses someone behind him and looks up.

Spike: Fe, fi, fo fum. I smell the blood of a nice ripe (turns to face Buffy) girl.

Buffy: (holding the ax) Do we really need weapons for this?

Spike: I just like them. They make me feel all manly.

He drops the pole and slowly steps toward Buffy. She drops the ax.

Spike: The last Slayer I killed... she begged for her life.

Buffy slowly walks to the middle of the hall, watching him intently.

Spike: You don't strike me as the begging kind.

Buffy: You shouldn'ta come here.

Spike: No. I've messed up your doilies and stuff. But I just got so bored. (smirks) I'll tell you what. As a personal favor from me to you I'll make it quick. It won't hurt a bit.

Buffy: No, Spike. It's gonna hurt a lot.

They start to fight. Cut outside. Angel and Xander fight the other vampires. Cut to the hall. Buffy and Spike exchange several blows. He throws her into the wall. Cut to the library. Joyce is following everyone out through the stacks when she stops and wonders what happened to her daughter.

Giles: Come on, everyone. This way!

Cut outside. Xander avoids several punches and kicks. His own punch misses, and he gets kicked to the ground from behind. Cut to the hall. Buffy and Spike keep fighting. Cut outside. The vampire has Xander by the neck. Angel punches her off of him. The others get up again and run from the fight. Cut to the hall. Buffy ducks a punch and lands four of her own in a row. Spike grabs her arm and shoves her into the wall. She slides down it quickly, and Spike's next punch goes through the wall. She gets behind him and kicks him high and hard in the neck.

Spike: Now, that hurt!

He pulls his arm out of the wall, ripping a stud out with it, and swings it into Buffy's face. She flies back and lands on the floor, stunned.

Spike: But not as much as this will.

He stands over her and wields the stud back to slam it into her, but he gets hit in the head with the ax. He goes sprawling to the floor and looks up at his attacker. Joyce stands above him with the ax in her hands, ready to swing again.

Joyce: You get the hell away from my daughter!

Spike holds the stud above himself to protect against any blows. Buffy gets to her feet.

Spike: Women!

He gets up and runs through the lounge and out the broken window.

Joyce: (exhales and drops the ax) Nobody lays a hand on my little girl.

They embrace. Buffy looks out the window.

Cut to later outside. The police are everywhere. The camera pans down to the Police Chief talking to an officer.

Chief: Take care of this.

The officer nods and leaves. The Chief walks over to his car. Snyder comes up to him.

Snyder: Hello, Bob.

Chief: It's over. They all got away. I got a body inside, and I got another one on the south lawn. And it looks like he was pulled right through the window.

Snyder: I told him not to go through that window.

Cut to Giles and Jenny coming out of the building.

Jenny: Well, another wonderful fun filled evening.

Giles: Uh, yes. You know, um, I will understand if you decide to start avoiding me.

Jenny takes Giles' arm, and they walk off together.

Cut to Angel and Xander.

Xander: So, when you gave him my neck to chew on, why didn't you clock him before he had a chance to clock you?

Angel: I told you. I couldn't make the first move. I had to see if he was buying it or not.

Xander: A-and if he bit me, what then?

Angel: We would've known he bought it.

Xander stops as Angel continues on.

Xander: Hey, what's the deal with you being Spike's sire? What's a sire?

Cut to Snyder and the Chief.

Chief: I need to say something to the media people.

Snyder: So?

Chief: So? You want the usual story? Gang related? PCP?

Snyder: What'd you have in mind? The truth?

Chief: (considers) Right. Gang related. PCP.

Cut to Buffy and Joyce.

Buffy: So, what did you and Principal Snyder talk about anyway?

Joyce: Principal Snyder said you were a troublemaker.

Buffy looks down in shame.

Joyce: And I could care less.

Buffy looks back up.

Joyce: I have a daughter who can take care of herself. Who's brave and resourceful and thinks of others in a crisis. No matter who you hang out with or what dumb teenage stuff you think you need to do, I'm gonna sleep better knowing all that.

Buffy: About how long 'til this wears off and you start ragging on me again?

Joyce: Oh, at least a week and a half.

Buffy: Very cool!

Cut to later. The last Police car leaves the school. Cut to the hall. The camera pans over to the utility closet. Cut inside. Cordelia is kneeling in prayer. Willow stares at her in disbelief.

Cordelia: And if you get me out of this, I swear I'll never be mean to anyone ever again. Unless they REALLY deserve it. Or if it's that time of the month, in which case I don't think you or anyone else can hold me responsible...

Willow: Ask for some aspirin.

Cordelia: And can you please send some asp... Hey!

Cut to morning. The sun comes up over the complex where the vampires gather. The camera pans over to their warehouse. Cut inside. Sunlight is streaming through a high window. Spike is standing by a cage. Drusilla walks around the cage to him.

Drusilla: Spike, did she hurt you?

Spike: It was close, baby, but...

Drusilla: Oh, come here.

She pulls his head down onto her shoulder and strokes his cheek and neck.

Spike: A Slayer with family and friends. That sure as hell wasn't in the brochure.

Drusilla: You'll kill her, and then we'll have a nice celebration.

Spike: Yeah, a party.

Drusilla: Yeah. With streamers... and songs.

Spike: (lifts his head from her shoulder) How's the annoying one?

Drusilla: He doesn't wanna play.

Spike: Figures. Well, suppose I better go make nice.

He walks over to Collin and kneels before him.

Collin: You failed.

Spike: I, uh... I offer penance.

Vampire#2: Penance?! You should lay down your life! Our numbers are depleted, the feast of St. Vigeous has been RUINED by your impatience!

Spike: I was rash, and if I had to do it all over again... (breaks out in laughter) Who am I kidding? (stands up) I would do it exactly the same, only I'd do this... (grabs Collin)

Collin: No!

Spike: ...first!

He carries Collin over to the cage. Vampire#2 tries to stop him, but Spike kicks back and knocks him out. He sticks Collin in the cage and closes and locks the door. Drusilla watches as Spike starts pulling a chain, lifting the cage up from the floor.

Spike: From now on, we're gonna have a little less ritual... (stops pulling the chain) ...and a little more fun around here.

He gives the chain a final strong pull, and the cage is lifted into the sunlight. Collin screams. Drusilla smiles at Spike. He smiles back. They come together and hold hands.

Spike: Lets see what's on TV.

The camera pans up to the cage as they go. The last residue of Collin is still steaming.