
Fade In
Ext.
Cleveland Alley – Moments Later
Cleveland, OH
The vampire's teeth submerged into Lori's neck, and it seemed as if all sound had ceased so that the vamp's sucking was all that could be heard on the humid night. Lori's whimpers could be heard as well, but the horrible, graphic sucking noise rang in Kennedy's ears.
She shut her eyes and continued to struggle against the two vampires that had pinned her down and forced her to watch what was happening to Lori. As soon as she shut Lori's face out, she saw Chloe's. The scared, young girl whom she pushed so far that she was weak enough for The First to convince her that there was no hope and death was the only way out.
With a determined expression and all the strength she had Kennedy suddenly flung the vampires off of her as if they were mere rag dolls.
In one swift movement, Kennedy kicked herself to her feet and ran over to the vampire hunched over Lori's limp body. Like she had preached, Kennedy staked the vampire and watched him turn to dust. Everything around her seemed to slow down in her mind.
Vi was dusting two vampires in the background, but it sounded miles away. Kennedy was lost in the eyes of the poor girl who was lying on the ground bleeding and barely alive.
Vi rushed over and checked Lori's vitals as Kennedy slowly began to back
away. Her eyes were still locked on Lori and she crumpled to the ground.

"She's alive," Vi announced. "But we have to get her back right now. Kennedy?"
The petite Slayer turned her head and looked at Kennedy. Her brown eyes were glazed over and fixed on Lori. Vi looked worried as if she had seen Kennedy's eyes reflecting something never before seen.
Fear.
Cut to:
Int.
Mr. Blake's Barn – Night
"Don't you feel completely helpless?" Rowena asked as she hastily pulled her hands out of her pockets and ran them through her hair. The petite blonde paced back and forth in the barn.
"Not much to do when you're stuck in a barn in the middle of nowhere," Willow said, sitting down on a bale of hay and patting the space next to her. Rowena sat beside Willow with a sigh as if glad to be off her feet. Willow tried to use the phone again only to close it with a snap.
"Long day," Rowena commented.
"Not over yet," Willow grinned.
"Never is, is it?" Rowena asked.
"What do you mean?"
"The work, the duty, the responsibility," Rowena mused. "Fix one problem and five more pop up."
"Such is the life of a Watcher." Willow shrugged. "It's what we're destined to do. At least according to Giles who is in the process of modifying his 'into every generation' speech to include Watchers."
The two women grinned at one another.
"Yes, but you're different from Giles and me," Rowena said. "He and I were classically trained at the Academy from a young age. At least I was. But you…you just came into it naturally. Something you chose rather than had it chosen for you."
Willow thought a moment. "I suppose it seems that way," she offered. "I chose the Scooby life when I could have gone anywhere and done anything I wanted. I had plenty of opportunity, but at the time I don't think it really was that much of a choice. Giles is right – this is what I was destined for. I think my life was set the moment Buffy Summers sat down next to me at Sunnydale High School."
"Still, you were so young," Rowena said. "You couldn't have truly understood the consequences of your decisions."
Willow chuckled. "Oh, I think all of us understood," she said and then at Rowena's puzzled look, attempted to explain. "One time the three of us – Buffy, Xander and I – were joking around saying how all our relationships were doomed after I fell in love with a robot."
"A robot," Rowena said trying to stifle a chuckle. "Sorry. I-I think Tyrell missed including that in your file."
Willow nodded. "We laughed about it, but I think deep down we knew it was true, especially relationship wise."
"Oh, come now," Rowena scoffed. "All three of you?"
"Yep," Willow nodded. "Buffy's never truly gotten over Angel – the only man in all the world she wants the most, yet can't have. Every other relationship she's had since then has, well, ended disastrously. Xander's thing with Cordelia was doomed from the start, even without my interference and then he found, and lost, Anya, the ex demon. And me…werewolf boyfriend who cheated on me followed by the most wonderful woman in the world who I lost to a crazy bastard with a gun. And let's not forget, of course, Slayer girlfriend who I wished I could love, yet couldn't. Not exactly a great track record for any of us."
"I suppose on the surface it would seem your prediction would prove true, but you're all young yet," Rowena said.
Willow peered curiously at her companion. "Then what about you, old lady?" Willow teased.
"Me and relationships?" Rowena laughed sarcastically. "Doomed even before they begin," she explained.
"No!" Willow joined in the laughter. "Sounds like you've got the Scooby curse too."
"Well, I don't know about that," Rowena said, still chuckling. "Seems like my work has always been more important than anything else. But there was one time…" Rowena broke off, a faint blush rising to her cheeks.
"Oh, come on!" Willow protested, folding her leg under herself so she could face the blonde. "Don't leave me hanging here."
Rowena smiled and her blush deepened. "Well, not long after I graduated from the Academy, I decided I would set myself to the task of finding the perfect mate. I even drew up a list of traits which were most desirable, which could be tolerated and which could not."
"Oh!" Willow said excitedly. "Did you color code your list?"
"Nooo," Rowena laughed, drawing out the word as she thought about it. "But I did keep each list in a separate folder, each titled – must haves, acceptable and no way in hell."
Willow clapped her hands in delight and laughed making Rowena grin even more. "So, what happened?" Willow asked. "Did you find anyone matching your qualifications?"
"I thought I had," Rowena said. "That Christmas I spent the
holiday with James Tyrell at his country estate. His son Jordon had leave from
the Royal Air Force and joined us. I hadn't seen Jordon for several years and
he'd filled out nicely during his service."

"Jordon?" Willow asked, her eyes growing wide. "The same Jordon who drew designs on you with a lit cigarette? That Jordon?"
"Yeah," Rowena admitted. "See what I mean about doomed?"
"So did this list of must haves include meglo-maniacal sociopath on it? 'Cause I have to say, sounds more like a 'no way in hell' trait to me," Willow joked.
"The sociopath part came later." Rowena smiled, then continued. "That Christmas he wasn't like that. He was handsome and charming and attentive and I guess I just wanted to believe that he'd changed, that the service had made a better man out of him. James was delighted, of course, and encouraged Jordon to propose marriage after we'd been dating a few months."
"Did you say yes?" Willow asked, obviously into the story now.
"I told him I needed time," she said. "After the holiday I returned to the Council and he to the service. We'd get together on weekends when he could get leave, and that was fine for me, but he began to pressure me to quit the Council entirely and join him where he was stationed, but I refused."
"Something tells me he didn't like that," Willow noted, her tone dark.
"No," Rowena confirmed. "He felt it only made sense that I quit, because after we were married I wouldn't have time for that Council nonsense anyway. But I think he disliked the Council because it took so much of James's time from him. He didn't want to 'share' his wife as he did his father. Besides that, he never paid any attention that I'd never said yes in the first place. I wasn't looking at starting a family at that moment and I guess he felt I'd be so busy producing babies I wouldn't have time for anything else."
"You don't want children?" Willow asked.
Rowena blinked. "I'd love to have children someday but not to the exclusion of everything else in my life. But that's what Jordon wanted so I broke it off with him. He didn't like that either and kept coming to London, trying to get me to change my mind. He'd gone AWOL so many times the RAF was ready to toss him in the brig, but James used his influence and managed to get him honorably discharged. Before that happened, though, I left for Turkey and that was the last I'd heard of him until he showed up in Cleveland."
"Yep," Willow said, and then nodded. "Definitely Scooby material."
"Get burned like that once and it's not easy putting yourself out there only to get burned again," Rowena said. "Never thought in my case it'd be literal."
"What's the alternative then?" Willow asked, looking at Rowena. "If you don't take the chance of getting burned, you'll spend the rest of your life alone."
"You said yourself that alone doesn't mean lonely, right?" Rowena asked in return.
Willow nodded. "I did, but not at the exclusion of never looking again. If you don't open your eyes and search you might just miss the person that helps make life worthwhile." Willow broke off, looking deep into the blonde's eyes.
"You really are a hopeless romantic." Rowena smiled fondly.
"Maybe," Willow began, "but, it's – it's a wonderful feeling to find someone who finishes your sentences or keeps you warm at night; someone who thinks you still look gorgeous when you've got the flu because they see what's inside more than what's outside. Someone who makes you feel safe no matter if it's in an alley with five vamps or at home, in silence, reading a book. When you find someone like that people think it's a once in a lifetime event but…I had that once with Tara. And even if I can't have her, I want that again. It's rare for lightning to strike twice but I don't think it's impossible. I think the trick is keeping your eyes open."
"For both our sakes I hope that's true," Rowena said, gently squeezing Willow's knee. She rose to her feet, moved to the door and peered through the crack at the pouring rain beyond. "This rain isn't letting up. Anything on the cell phone?"
When Willow didn't answer right away Rowena turned away from the door and saw Willow staring at her. "Willow? You okay?"
"Uh, yeah…sure," Willow said, a deep blush suffusing her face. She blinked her eyes and pulling the phone out of her pocket. "Still no signal."
"I hope Giles is all right," Rowena said, again looking through the door. "Maybe we should make a break for it – run to the house."
"I'm sure he's fine," Willow answered. "I'd rather wait until this storm dies down a little. It's a long stretch from here to there and no matter how fast we run we can't outrun lightning. Let's give it a few more minutes."
Cut to:
Int.
Mr. Blake's House – Night
"That's not what happened," Jed told Giles.
"I'm sorry?" Giles replied, looking shocked at the boy's sudden dismissal of what seemed like the obvious conclusion to the mystery.
"The suit was never put on the scarecrow we had," Jed explained. "I know what did this…Brian."
"Brian?" Giles repeated.
Jed nodded his head once before taking in a deep breath and telling his
story, "Our family has a secret…or, had a secret. It's been long
since buried because we don't wanna disgrace the Blake name."

"You have to tell me," Giles told Jed urgently.
"We had a brother…his name was Brian," Jed continued, casting his look downward and hesitating slightly after saying his brother's name. "Somethin' was wrong with him. Pa said he was deformed and that he could never be seen by the world. He was too ugly…not fit to carry the Blake name."
While Giles's face showed his annoyance and utter disgust with the family's treatment of this particular member, he remained quiet and allowed Jed to continue.
"Pa made him a home in the barn with the cows, chickens, and other animals," Jed said, briefly looking up to see Giles's stare before looking back down in shame. "Pa told us, 'It's where something like him belongs.' Brian stayed there until the day he died, then…and then he was buried there."
"What about the suit?" Giles asked through gritted teeth. "Where did Mr. Blake put it if he didn't put it on the scarecrow?"
"The barn," Jed answered as if a light bulb clicked on over his head. "Pa put it in the barn. He said it wasn't ready to go on the scarecrow yet."
"That's it then," Giles said as he dug through his pockets, trying to find his phone. "The magic from the suit resurrected Brain's angry spirit into the suit itself. Now in some sort of corporeal form, Brian can act out his vengeful wishes."
Giles dialed Willow's number while still glancing up and keeping the gun barrel in his hand should he need to grab it. Miraculously, Giles managed to get through briefly even though the reception was terrible.
"Willow? Can you hear me?"
Cut to:
Int.
Mr. Blake's Barn – Night
"Barely," Willow shouted back as she plugged one of her fingers into her ear so she could try to hear Giles better. "The storm seems to have cleared, but reception still kinda stinks. Are you okay?"
"Fine!" Giles shouted back, but Willow is still having a hard time hearing. Rowena stepped in close, trying to hear Giles as well. "Listen carefully! It's not the scarecrow!"
Willow shook her head, unable to put together Giles's scrambled words. "Join a toe-joe? That makes no sense."
Breaking away from Rowena, Willow tried to block out all the other sounds so she could make out what Giles was saying. Turning away from Willow and towards the door, Rowena looked out into the fields of the Blake farm. Suddenly her mouth dropped open. Without looking away from the door, she backed away from the entrance and reached her hand out to Willow's sleeve. Rowena tugged it, but Willow ignored her.
"Everything you're saying is jumbled, Giles!" Willow screamed back. "Try saying it again!"
Rowena grabbed hold of Willow's arm and tugged her toward the door. Looking
at Rowena first, Willow began to chastise the petite Watcher just as she saw
Rowena's hand shoot up and point out the door.

"What in the world are you…?…Oh Goddess."
A giant funnel of wind and collected debris was about a mile away from the barn and appeared to be getting closer.
Giles's muffled voice could be heard through the receiver. Willow, still held the phone up with one hand while clutching Rowena's arm with the other, blankly replied cutting him off, "We'll see you in the house."
Regaining her focus, Rowena grabbed Willow's hand and they began to run toward the house but she unexpectedly they froze, coming to a complete stop as if too shocked to move, too scared to think. The phone slipped out of Willow's hand and tumbled to the barn floor.
The scarecrow blocked the entrance to the house and Willow glanced behind them to see the storm bearing down on them on the other side.
Cut to:
Int.
Watchers Council Lounge – Night
The glow from the TV was the only light coming from the room.
Andrew sat alone on the couch, covered in so many blankets that the only thing visible to anyone in the room was his face. Not that anyone noticed. The girls who didn't go out with Kennedy either went back to their dorms or brought sleeping bags out to the TV area but they had long since fallen asleep.
Xander sat in the chair next to the couch with his head propped up on his hand and his eyes drifting shut every now and again before shooting open.
"Oh, God!" he exclaimed as he ran toward the front door.
Andrew untangled himself from his blankets and followed after Xander. They both reach the door just as Kennedy kicked it open. Out of breath and carrying Lori while Vi kept a cloth pressed into the girl's neck, she raced to the infirmary.
"What the hell happened?" Xander asked as Kennedy pushed past him and Andrew. Passing through the kitchen, Kennedy got tired and decided the table was a good enough place to lay Lori for now.
The room began to fill with all the Slayers who woke up during the commotion. Kennedy gently set down Lori's head, and Vi tried to move around Kennedy and keep the cloth pressed into Lori's neck. Looking annoyed Kennedy snatched the cloth away and took over Vi's job.
"Kennedy!" Vi began to protest, but Kennedy dismissed it right away.
"I got this," she told Vi. "Don't just stand there! Get the doctor!"
Although hesitant at first, Andrew then stepped forward. "What happened?" he asked quietly.
Kennedy looked down and slowly peeled off the cloth from Lori's neck. Everyone saw the two small holes and instantly knew.
After swallowing down the lump in her throat, Kennedy choked out, "We had an accident."
"I'm gonna go get the medical supplies until the doc gets over here," Xander announced quietly. Before he left, Kennedy's eyes met his for a moment. Andrew began to check Lori's vitals and lightly pushed Kennedy aside.
"It's okay, we'll take care of her," he assured Kennedy.
Kennedy nodded absently.
The regret seemed too heavy for her to carry and Kennedy had backed up against the wall as Andrew began the task of cleaning Lori's neck.
Cut to:
Int.
Mr. Blake's Barn – Night
Willow looked down at her hand that Rowena was squeezing a little too hard.
With a slight wince she shook herself free, but Rowena grabbed Willow's arm
instead and the witch used half her body to shield her fellow Watcher. Slowly,
both women began backing away in fear.

The old torn and brown stained hat of Hezekiah's cast a shadow over the face of the monster that was slowly advancing towards them. Suddenly, lightning struck close by. It lit up the features of the scarecrow, revealing that there was no face.
The scarecrow's sleeve rose and began to reach out to Rowena and Willow. Out of pure instinct the women screamed as they clung tighter to each other.
The scarecrow stopped walking after it heard their cries. In fact, it took a couple of steps back and lowered its faux arm. Willow wasn't sure if she saw right. She looked over at Rowena for confirmation only to find the blonde with an equally confused expression.
"What should we do?" the blonde whispered.
Willow shrugged. "I-I don't know," she stammered.
Almost as if it decided it was safe, the scarecrow took another step forward. Again, out of pure instinct, Rowena screamed again and the scarecrow recoiled like before. Willow put her finger in her ear, giving it a slight wiggle as a look of pain crossed her features.
"Okay, noticing a pattern," Rowena told the witch. "If we scream more will that kill it?"
"Probably not but it might make me deaf," Willow responded as she turned to look at the Watcher who gave her an apologetic smile. "I-I think it's more scared of us than we are of it."
Willow moved to step forward, but Rowena's grip was too strong. Willow looked back at the petite Watcher and raised her eyebrows.
"Okay, you can come with me or stay here," Willow offered. "But, either way, I'm going up to it."
Reluctantly, Rowena let go and Willow took a few steps forward. The scarecrow backed away, but Willow tried to comfort it holding her hands out in front of her in a non-threatening manner.
"Hey, it's okay," she began. "We don't want to hurt you. We just…want to know what you want. Why are you here?"
"Can we skip the twenty questions?" Rowena asked impatiently. Willow turned to see Rowena looking out at the tornado behind them. "It's getting closer Willow."
Willow turned back to the scarecrow and watched it point down at something. Willow nodded her head for Rowena to follow. The blonde did and they came up to an old, beat up chest that was covered in dust and cobwebs.
Willow crouched down, inspecting it before reaching forward to open it. She stopped, however, looking up for confirmation that this is what the scarecrow wanted. The hat moved up and down in a nod before Willow lifted the lid of the chest open.
Cut to:
Int.
Mr. Blake's House – Night
"Oh my god!" Mrs. Blake screamed out, turning away from the window and addressing her family. "A tornado's here! Everyone to the basement!"
Scrambling by Giles, the family headed toward safety running to the basement door and filing down inside. Giles let them pass and peered outside.
He could see the tornado in the distance but he could also see Willow and Rowena just outside the barn with someone or something blocking their path to the house. Without hesitation, he moved to the front door. Jed grabbed his arm, yanking him back.
"Are you crazy?" Jed cried. "That tornado can't be more than five minutes away from this farm. Now I don't like you barging in on our house but God help me if I'm gonna let you go out there to your death."
Giles pushed him away with such force that it knocked the young man to the floor. Giles rolled his eyes before lifting the boy up by the collar and bringing him back up so they were practically nose-to-nose.
"Listen closely. My family is out there and despite what you've been taught, you don't abandon family!" he told Jed before pushing him away and throwing the shotgun to the floor.
Without waiting to see the impact his statement made, Giles ran out into the storm.
Fade Out
End of Act Three
Onto Act Four