PROLOGUE
Camera spans over a room. We see pictures of Oz and Willow together on a small table. The camera sets in on Willow. She is sitting on Oz's bed, then turns and picks up one of his green T-shirts. She smells it, then hugs it.

CUT TO UC SUNNYDALE HALL WAY
Buffy walks down into the hustle and bustle of the student's lounge. A group of girls with a couple of ladders are getting what seems to be a male student help them put up a banner. Though the banner is folded on one side, we can see the word ALLIANCE on the right end. The male student ends up being RILEY.

RILEY: I'll tie it off here.. just one second almost finished and let me... flip it over.

As riley flips it over the rest of the banner reads LESBIAN ALLIANCE.
Buffy gets an odd look on her face.

GIRL: Perfect. Thanks Riley.

Riley climbs down from the ladder

RILEY: Looks good. (Turns and sees Buffy) Oh hey Buffy
BUFFY: is there something you want to tell me?
RILEY: What?

Buffy's eyes move towards the banner with a smug expression on her face.

RILEY: Oh (chuckle) yes. I am a lesbian
BUFFY: it's good you're so open about it.
RILEY: Oh hey. You know how we were talking about having a picnic (they start to walk) I was thinkin' do you ever hang out at Rug's Field?

They come to a couch by a side entrance. Riley picks up his schoolbag as Buffy turns and faces him. They stop and chat a moment.

RILEY (cont.): It's beautiful there, and usually not that crowded. I thought maybe we could have a little spread. Some sandwiches, maybe some ants. It'd be fun.
BUFFY: We were talking about having a picnic? (with a curious face)
RILEY: Oh. So was that a conversation we actually had or one that I was just practicing
BUFFY: Practicing? (curious)
RILEY: Ok yes (nodding) I've been known to do a little prep work before our conversations It's not easy you know, talking to you sometimes it's like an oral exam
BUFFY: Boy! That's just what every girl longs to hear. (sits down on the back of the couch)
RILEY: Well you're tricky!
BUFFY: Like an exam?
RILEY: I never know how you're going to react to something that's why I like you so much you're a mystery probably every beautiful girl in the world has some jerk telling her she's a mystery, but I swear.. you really are. There's a lot of you that needs puzzling out.

They stare at each other for a few moments.

RILEY: I loose you somewhere?
BUFFY: right around beautiful

Riley smiles and looks down a moment, then looks back up as if to start all over again.

RILEY: Say.. don't you just love a picnic?

CUT TO GRAVEYARD
Willow and Buffy are walking together talking while on patrol

BUFFY: It's just different you know? A picnic!! First of all.. day light it's kind of a nice venue Buffy wise. And the best part, he said that he'd bring all the food. So all I have to do is show up and eat. Those are two things I'm really good at.
WILLOW: So he's nice?
BUFFY: VERY VERY
WILLOW: And there's sparkage?
BUFFY: yea he's.. have you seen his arms? Those are good arms to have I really like him I do.
WILLOW: but?
BUFFY: I don't know. I really like being around him (they stop a moment, Buffy faces willow) you know I think he cares about me but I just... fell like something's missing.
WILLOW: He's not making you miserable?
BUFFY: Exactly.. (they star to walk again) Riley seems so solid like.. he wouldn't cause me heart ache.
WILLOW: get out.. get out while there's still time.
BUFFY: I know.. I have to get away from that bad boy thing there's no good there. And seeing Angel in LA even for five minutes hello to the pain.
WILLOW: The pain is not a friend
BUFFY: I can't help thinking... isn't that where the fire comes from? Can a nice, safe relationship be that intense? I know it's nuts, but part of me believes that real love and passion have to go hand in hand with pain and fighting.

A Vampire in a suit jumps out at them from the bushes, Buffy pulls a stake quickly and stakes him through the heart with care and ease as if she expected it.

BUFFY: wonder where I get that from.

CUT TO OPENING THEME BY NERFHERDER.

PART 1
GILES' BATHROOM
Buffy sits on the side of a tub where Spike is chained.

BUFFY: So you saw their faces, but you can't describe them.
SPIKE: No.. they were human. Two eyes each kinda in the middle
BUFFY: UH HUH and the lab?
SPIKE: Underground (sigh) I came out through an air vent, I don't know exactly where. I'm done.. put the telie on.

ENTER GILES WITH A MUG THAT READS KISS THE LIBRARIAN and a straw.

SPIKE: It's about time!! I hope you got it warm enough

Buffy takes the mug from Giles, sighs, and cringes looking at it and moves closer to Spike leaning into the tub, she puts the mug in front of him and spike begins to suck on the straw sipping up what looks to be blood. Buffy cringes again at the sight.

SPIKE: I don't know why you're so dainty all of a sudden. You've done this for angel, you must have.
BUFFY: Ok.. (Buffy pulls the mug away from spike and places it up higher)
SPIKE: Hey!! Give it!! (keeping the straw in his mouth he sucks as much out of it as he can)
BUFFY: The (still trying to figure out what she says here sorry!) amnesiac routine is over. The kitchen is closed until you can tell us something useful about the commandos.
SPIKE: I'm trying to remember it was very traumatic
BUFFY: How long are you gonna pull this crap?
SPIKE: How long am I going to live once I tell you?

Buffy places her hands on her hips and Giles brings his hand to his forehead and removes his glasses.

GILES: Spike we have no intentions killing a harmless um creature, but we have to know what has been done to you we can't let you go until we are sure that you are.. impotent or
SPIKE: HEY!!
GILES: S-sorry.. poor choice of words until you're- you're
BUFFY: Flaccid?
SPIKE: You are one step away missy.

Buffy turns to Giles being sarcastic.

BUFFY: Giles help!! (turns back to spike) He's going to scold me.

Spike makes a lunge for her, but can't due to weakness and well.. the chains

BUFFY: You know what? (comes down to him, face to face) I don't think you want us to let you go. Maybe we made it a little too comfy in here for ya
SPIKE: Comfy? I'm chained to a bathtub drinking pig's blood out of a novelty mug doesn't rate huge in the zagots guide
BUFFY: You want something nicer?

Buffy turns away and starts to run a finger up and down the side of her neck exposing it to Spike

BUFFY: Look at my poor neck all bare and tender and exposed all that blood just pumping away.

Spike leans forward in the tub as Giles gets a disgusted look on his face.

GILES: Oh please! (turns and leaves)
SPIKE: Giles make her stop!!

Giles goes into the living room cleaning his glasses, where willow is looking through some books.

GILES: If those two don't kill each other, I might lend a hand.
WILLOW: What about a truth spell? I'm not positive it would work on a vampire, but we could try. Make him fess up
Giles: A truth spell of course, why didn't I think of that
WILLOW: (hands him the book ads he replaces his glasses) 'Cause you had your hands full with the un-dead English patient?
GILES: Yes worth a go.
WILLOW: Looks pretty simple. I'll stop by the magic shop tomorrow.
GILES: Excellent. (Willow stands and gathers her things)
WILLOW: all right, I'll be back tomorrow morning with doughnuts and mother-wart.
WILLOW: (places a book in her bag) Bye Buffy I'll see you at home!
BUFFY (from the bathroom): Bye!
GILES: Great thank you willow. (Giles returns to the bathroom while willow leaves for the dorm)

CUT TO GILES' BATHROOM
Spike is being fed out of the mug again by Buffy.

GILES: Willow might have had a very helpful idea. She seems to be coping with Oz's departure better don't you think.
BUFFY: Wells he still has a way to go, but yea I think she's dealing...
SPIKE: (looking up from the blood and says) What are you people blind? She's hanging on by a thread any idiot can see that.

CUT TO OZ'S ROOM
The lights are off when willow enters, she turns and flicks them on. The camera pans over the room, there isn't anything left in the room, but an empty matrice and empty shelves. All of Oz's belongings are gone.

CUT TO BUFFY AND WILLOW'S DORM ROOM
Willow is crying with Buffy sitting on her bed listening intently.

WILLOW: Devon said that he sent for his stuff I-I guess this means that he's planning on settling down some where. Else not here.
BUFFY: I guess so
WILLOW: I Fell like I've been split down the center and half of me is lost
BUFFY: I know. It feels like that now
WILLOW: Oz is gone.

CUT TO MORNING, A VIEW OF SUNNYDALE
CUT TO OUTSIDE GILES APPRTMENT.
CUT TO GILES' BATHROOM
Spike is still chained up in the bath tub. He is reaching for the television, but can not reach. Getting frustrated, he yells to Giles

SPIKE: Come on now!! It's tele time!!

Giles is on the phone calling Willow but only gets the machine

MACHINE: Hi this is Buffy and Willow, we're not in right now so please leave a message **BEEP**

GILES is pouring tea

GILES: oh.. uh Willow, I-it's Giles. Um.. I-I thought you were bringing the ingredients for that spell I really have to- (is cut off by spike)
SPIKE: Passions is on! And Timmy's down the bloody well, and if I miss it-
GILES: You'll do what? Lick me to death?

Spike tries to pull the chains off the tub, but is still far too weak
Giles returns to the phone.

GILES: Um willow. I think we should really try the spell, among other things, I'd like to shower today..... alone. (hangs up the phone)

CUT TO CAMPUS GROUNDS
Buffy and Riley are sitting on the grass having a lunch picnic.

BUFFY: Driving?
RILY: Yea
BUFFY: You seriously drive for fun?
RILEY: Well not four wheeling or anything but yea.. (moves his feet a bit almost child like) don't you?
BUFFY: Actually... no wheeling is more my specialty I'm an avid pedestrian.
RILEY: You're kidding right? I mean, you know how to drive?
BUFFY: Well I took the class. Cars and Buffy are like... un-mixy things.
RILEY: That's just because you haven't had a good experience yet. You can have the best time in a car, it's not about getting somewhere, you have to take your time forget about everything, just relax let it wash over you the air the motion... let it roll.
BUFFY: We are talking about driving right?
RILEY: Thought I was. I'm taking you. Someday warm, past the vineyards. It's gonna change everything for you.
BUFFY: I'm in.

Willow is walking towards them almost aimlessly saddened.

RILEY: Hey willow
BUFFY: Hey
WILLOW: I interrupted and you've got apples, my miss.
RILEY: Wait! Sit, there's plenty to go around.
BUFFY: did something happen? Is something wrong?
WILLOW: No, everything's fine, the same
BUFFY: Oh
WILLOW: You're apples are turning brown. The way they do.
RILEY: yea I guess they do that.
BUFFY: Yea
WILLOW: Yea

CUT TO BRONZE
"All The Small Things" by Blink 182 is playing. Xander, Buffy and Anya are sitting at a table talking about Oz's calling and leaving Willow in the dark about it.

XANDER: Geez YOU mean oz just sent for his stuff and didn't even call her? That's pretty harsh.
ANYA: I only wish I had my powers back, I'd liquefy his entrails for her.
XANDER: That's sweet... God poor will no wonder she's (looks at the dance floor where willow is having an amazing time dancing up a storm) having a wonderful time.
BUFFY: Wow, way to rebound
XANDER: I believe that's the dance of a brave little toaster.

Willow sees the gang, and leaves her dancing friends to come say hi and talk

WILLOW: Hey guys!! Come on this music's great!
XANDER: Nice to see you brought your boogie shoes tonight Will
WILLOW: yea.. i.. I know I've been sorta a party poop lately, so I said to myself, self, it's time to shake and shimmy it off.
BUFFY: Sounds like a good policy.
WILLOW: Yea and it works too you know I just figured in the grand scheme of things I just figured we're all just...

A bottle of beer falls out form under her coat when she goes to move it and spills everywhere

BUFFY: Drunk?!

Willow reaches down and picks it up

WILLOW: Drunk? That's that's such a such a strong word kinda a guttural Anglo-Saxon word drunk.
XANDER: Will not loving the drowning of the sorrows.
WILLOW: Not drowning, waiting and see... LITE, No big.
BUFFY: No big? Anybody remember when Buffy had the fun beer fest and went one million years BC?
XANDER: And sadly with out the fuzzy bikini...
ANYA: OFF topic Xander.
XANDER: Right helping now. Will why don't ya give me that beer. (getting up from his chair and going to willow to take the beer)
WILLOW: Why should I? I've got pain here, bug time legitiment pain.
XANDER: We all have pain Will.
WILLOW: What? oooo poor me I live in a basement yea that's dire.

Xander being hurt, turns and leaves
Buffy gets up form her chair and goes to willow this time and grabs her coat on the way

BUFFY: Ok you know what, that's it, I'm taking you home.
WILLOW: No I don't want to.
BUFFY: You'll thank me when you still have a friend in the morning.
WILLOW: I just can't stand feeling this way. I want tit to be over.
BUFFY: It will I promise But it's going to take time
WILLOW: Well that's not good enough
BUFFY: I know it's just how it is, you have to go through the pain.
WILLOW: Well Isn't there some way I could just make it go away just cause I say so, can't-can't I-I just make it go poof.

CUT TO BUFFY AND WILLOW'S DOORM
The camera pans over the room from buffy sleeping and then sets on Willow who is awake. Willow climbs out of her bed and goes to the end of it, pushes the bag off the top of the chest and gets out a small holding dishes and her "WITCHCRAFT" Book.

CUT TO DORM BATHROOM
Willow is sitting in the middle of a magic circle that is made by large lit maroon candles, there are four dishes around her each representing the 4 elements, in front of her is another small dish where she is mixing magikal herbs.

WILLOW (spell): Harken all ye elements, I summon ye now, control the outside, control with in land and sea fire and wind out of my passions a web be spun from this eve forth, my will be done so mote it be.

The circle glows Grey and has bolts of lightening or electricity go from the outside of the circle to Willow

PART 2
CUT TO UC SUNNYDALE
CUT TO WILLOW AND BUFFY'S DORM ROOM
Willow is sitting on the bed with a mirror in front of her face.

WILLOW: It is my will that my heart be healed. (pauses waiting for something to happen) Now (sadly)

She sets down the mirror and picks up her "WITCHCRAFT" book

WILLOW: I Will that this book speak it's words to me. (slight saddened face once more)

She picks up a bent Q-Tip.

WILLOW: I will that this Q-Tip gets.... un bendy.

KNOCKING AT THE DOOR.

WILLOW: Come in.

Giles enters.

WILLOW: Giles! What are you doing here?
GILES: I'm a bit concerned about you actually.
WILLOW: Did Buffy tell you about the beer cause-
GILES: uhm.. Buffy didn't tell em anything.
WILLOW: Well .. forget the beer part then.
GILES: Happily. I came because we had an appointment the other day.
WILLOW: Oh.. oh right the truth spell.
GILES: Yes.. um.. Willow.. (comes in and sits down next to her) I know that you're going through a very difficult time, but shirking your responsibilities-
WILLOW: but I didn't shirk. (gets up and goes to get her bag) I-I didn't the research.. and I-I picked up the mother wart. (hands the bag of mother wart to Giles) I just forgot the doing the spell part. GILES: That isn't like you... at all. (concerned)
WILLOW: I know I've been off. I-I even tried to do a spell last night. (Giles stands up looking at her a bit more concerned and almost frightened) to have my will done I was hoping it would make me feel ebtter, but it just went kablooie.
GILES: I don't think it is wise for you to be doing that alone right now. Your energie is to unfocused.
WILLOW: Well that's not true. I said I was off, not incompetent.
GILES: I only meant that you are grieving and that it might be wise for you to take a break from doing spells for awhile with out supervision.
WILLOW: I get punished because I'm in pain? (obviously hurt)
GILES: It's not punishment, I'm only saying this-
WILLOW: Oh because you care. Yea everybody cares but nobody wants to be inconvenienced you all want me to take the time and go through the pain. As long as you don't have to hear about it anymore.
GILES: Now that's not fair.
WILLOW: Isn't it? Cause I'm doing the best I can and it doesn't seem to be enough for you guys.
GILES: and I see how you feel that way, I do-
WILLOW: No you don't you say that you do, but you don't see anything. (willow's eyes glow grey with shoots of lightening in them as the camera zooms in for a close up of this)

Giles begins blinking and removes his glasses looking as if he is in pain, and places his thumb and index finger onto his eyes to apply a bit of pressure.

GILES: S-Sorry..um.. sorry. I perhaps.. I'd better be going (walking towards the door still blinking) let's.. um.. lets talk about this later. Giles exits the room and turns left down the hall and bumps into a male student and excuses himself and continues on his way, still blinking and replaces his glasses.

CUT TO GILES' APPARTMENT
Spike is chained to the living room floor and Giles is walking around him with the mother wart attempting the truth spell.

GILES (spell): Enemy, enemy be now quiet (waving the mother wart smoke around Spike)

Spike watches curious, knowing something's not right

SPIKE: You know I'm not to keen about this spell stuff. Tends to be a bit unpredictable
GILES: Yes well you might have thought about that sooner. (chanting again) let your deceitful.. tongue (having troubles he sets down the motherwart and tries again) be.. broken, uh.let.. (removing his glasses) no.. truths.. (becomes frustrated, pults the book down and pulls out a handkerchief to clean his glasses, at the same time, the key to the chains falls next to spike's foot.)

Spike notices.

SPIKE: Hey what's that all about?
GILES: Oh nothing.. just an ash in my eye.
SPIKE: Well.. I won't have you doing mojo on me when you can't read properly (moving the key closer to him with his boot) you could turn me into a stink beetle or what not.
GILES: It'd be a generous ending to you spike.

Spike jumps up unchained knocks Giles over and heads for the door grabbing his jacket off the hook on his way out.

CUT TO BUFFY AND WILLOW'S DORM ROOM
Willow is cleaning Amy's cage while Buffy is taking off her jacket. They're talking. Willow pats Amy then turns to finish cleaning

WILLOW: I mean, I'm going through something, I just don't see why he was getting down on me.
BUFFY: Giles just worries spells can be dangerous it doesn't mean he thinks you're a bad witch.
WILLOW: I am a bad witch.
BUFFY: No you're a good witch.
WILLOW: I'm not kidding anyone if I had any real power I could have made oz stay with me.

Buffy comes to willow's side while she is cleaning out the cage

BUFFY: Will you wouldn't have waned him to stay- (willow cuts her off)
WILLOW: And I didn't have the guts to do that spell on Verucha. And my "I WILL IT SO" spell went NO where. The only real witch here is fuzzy little Amy.

CUT TO AMY RAT THEN BACK TO THE TWO GIRLS

BUFFY: I think you're being to hard on yourself.
WILLOW: She's got access to powers that I can't even invoke I mean first she's a perfectly normal girl...

Cut to Amy, she transforms back into human Amy with a happy look to her face.

WILLOW: Then POOF.. she's a rat

Amy transforms back into the rat.

WILLOW: I could never do something like that.

The Phone Rings, Buffy turns to go get it.

BUFFY: Hello? (Buffy lets out a sigh) I'll be right there (then hangs up the phone) Spike escaped (turns to go get her jacket)
WILLOW: A-And you're going?.... now?
BUFFY: Sorry! Duty thing (looking at her as if to say sorry)
WILLOW: Well I mean what's the rush? Spike can't hu7rt anyone right? And I figured cause I'm kinda grievey we could uh.. have a girls night.. eat sundaes and watch sail munoyas(<-?not too sure about that one) and you could tell me that at least I don't have diabetes.
BUFFY: Will I can't hang out with you until I get spike back to Giles you know that. (Buffy gets all of her things together and moves towards the door) kay? I'll be back as soon as I can I promise.
WILLOW: (turns and watches Buffy leave) I don't see the big, he's probably just standing out there and you'll find him 2 seconds (her eyes glow gray again with the lightening bolts)

CUT TO CAMPUS GROUNDS
Spike is just standing there in the middle of the grounds and Buffy walks up to him surprised.

BUFFY: Thought that was going to take longer.
SPIKE: Me too... must have.. got.. turned around.. (he turns around a bit)

Spike starts to walk around the grounds.

SPIKE: Hey.. hang on.. (getting almost frantic) this is it. Wait. No. yes
BUFFY: What are you talking about?
SPIKE: The lab. Commando lab the door was right here.. where I escaped!
BUFFY: I don't think so.

Spike gets pissed and drops to his knees pulling up grass.

SPIKE: Open up.! I'm gonna kill you!
BUFFY: Spike, there's nothing there.
SPIKE: Let me in!! (saddened) fix me..

Buffy reaches down and pulls him up.

BUFFY: Drop the act.

Spike pushes her away.

SPIKE: Get off.
BUFFY: That's it. I'm going to gag you.

Buffy takes off her school bag. Spike hits her in the face and is hit with pain from the implant, then Buffy turns and punches him in the nose causing more pain he cries out each time.

CUT TO GILES' APPARTMENT
Giles is in his bathroom, putting eye drops in.

CUT TO LIVING ROOM Buffy enters pushing Spike into the room.

SPIKE: Hey!

Buffy drops her bag near the door and closes the door behind her.

BUFFY: One more word out of you and I swear.
SPIKE: Swear what? You're not going to do anything to me. You don't have the stones.
BUFFY: Oh I got the stones. I got a whole bunch of them... Stones.
SPIKE: Yea? You're all talk.
BUFFY: (calling out to Giles) Giles! I accidentally killed spike. That's ok right.
GILES: Uh.. just a minute (with his eyes closed)

CUT TO XANDER'S BASEMENT APPARTMENT
Xander and Willow are in his basement apartment talking.

WILLOW: I mean I'm going through something, you'd think everyone once and awhile Buffy would at least make best friends a priority.
XANDER: You know will it's not like she could just let Spike go.

CUT TO GILES' APPARTMENT
Buffy pushes Spike into a chair.

SPIKE: When I get this spell reversed, they'll be finding your body for weeks.
BUFFY: Oh make a move please I'm dying for a good slay.