act 5




Fade In:
Julia’s Factory – Same time

Julia paced in the privacy of her room like an angry, caged animal. Suddenly, she stopped, reached under the mattress, and pulled out a nine-millimeter pistol. She regarded it for a moment before standing up and stuffing it inside the seam of her jeans and covering it with her coat.

She stormed from the room, past the other girls in the warehouse, who just stared at her.

“Where are you going?” one of the girls asked.

“Back to the Council. Mia’s leaving, one way or another.”

Julia walked out swiftly, not looking back.

Cut To:
Underground Tunnel – Same Time

Faith motioned a team of slayers around her to duck and cover against the wall as she spoke into her radio set. “Anytime you’re ready, Xander,” she announced.

Cut To:
Watchers Council – Lobby – Same Time

Xander took a deep breath and held it. Then he pushed the button igniting the charge.

Cut To:
Underground Tunnel – Same Time

Faith and the arrival team all jumped and held their heads as the final charge exploded. Faith pulled herself up in spite of the rock and debris raining down around them and looked around the corner. She saw a light in the smoky recess of the tunnel that wasn’t there earlier. “Looks like it worked,” Faith told the group. “Everyone on your feet. Move.” She motioned the group around the corner and made her way to the next edge.

Faith held up a hand, halting her group of slayers and watchers-in-training. The signal was passed up the length of the tunnel, to Buffy further back in the tunnel, then to Kennedy’s team and eventually Willow and Dawn’s team. Faith looked around at the tunnel ahead of them. It widened into a low-ceilinged chamber for a few feet, but there was no sign of movement or threat.

“Demons?” one of the watchers-in-training, Nicolas, whispered. Faith looked around again, grimaced and then pointed in turn to two of her slayers, gesturing for them to move out to either side.

“Lyn,” she murmured to another, “take point, the rest of you, bodyguard the watchers.”

“What’s going on?” Giles’s voice asked from Faith’s earpiece.

“As Andrew would say, my Spider-sense is tingling,” Faith quipped.

“Watch yourself,” Robin’s voice broke in, relayed via his radio from twenty feet further back along the tunnel.

“Always do,” she replied, “but a girl’s gotta do what a girl’s gotta do.” Sparing a backward glance at the two watchers-in-training, safely shielded by slayers, she crouched, and then, without warning, took off at a blinding sprint across the chamber.

“Cave in!” someone shouted as chunks of rock thundered down from above. Faith sidestepped a boulder, then wheeled around as it lurched after striking the ground and lunged for her.

“These ain’t rocks!” she shouted back to the tunnel. The boulder unfolded into hulking arms and legs and made a grab for her. Narrow holes ringing the misshapen mound atop its shoulders lit with red pinpricks of light.

“Rock demons,” Nicolas shouted into his microphone, “bipeds, two arms, multiple eyes all around –” He leapt back, giving the slayer shielding him some room as one of the creatures lurched towards her. All around them, slayers were charging forwards, their swords and axes ringing off the rock-hard hides of the demons.

“They sound like Kaltikae,” Giles’s voice announced. “Do they have bladed fingers?”

“Sure do!” Buffy yelled, as she entered the fray and dodged a swipe from one of the demons. Its claw, missing her, sliced through the rock wall beside her like tissue paper.

“Aim for the eyes,” Rowena’s voice instructed over the comms. “One piercing strike will kill them.”

“Easier said than done,” Faith complained, rolling sideways to avoid two of the enraged creatures, which collided with each other instead. “Had to go and trigger an ambush all by myself,” she muttered, rolling nimbly to her feet and drawing a silver stiletto from her boot.

Cut To:
Watchers Council – Lobby Control Center – Same Time

Giles looked over to see Rowena sitting with her eyes closed, headset still fixed around her ears. Her elbows were propped up on the table, with her hands clenched in fists. He could see her teeth physically biting the skin around her knuckles on her index fingers as they all listened to the fighting below. Slowly, she opened her eyes, looking as if she might cry.

Cut To:
Underground Tunnel – Same Time

The last Kaltika swung its massive claws wildly, but while its targets danced out of its way, it was helpless to defend itself against the other slayers who closed in and rammed blades into three of its eyes simultaneously. It stiffened, then toppled over and shattered, adding to the rubble of its fellows strewn over the chamber floor.

“Right,” Faith said, grimacing as she flexed her shoulder, “thank God that’s over with. Giles, if you want a rock garden, we’ve got your raw materials right here.”

“Are you hurt?” Nicolas asked nervously. A slayer was tying a bandage over his shoulder as a sling for his arm. His hand was crushed, but no longer bleeding badly.

“Nah,” she waved it off, “took a bump, nothing major. What’s the damage?”

“Portia’s out,” he replied, “broken arm and ribs. Delta…” he glanced back to where Lyn was crouched over a fallen Slayer.

“Alive,” she said, “head wound though, she needs treatment.”

“Can you and Portia take her between you?” Faith asked.

“Can do, boss,” Portia piped up from where she was hovering among the other slayers.

“Do it,” Faith ordered, “stay in radio contact until you reach the surface. Giles? We’re sending Nicolas back up with wounded.”

“We’ll be ready,” Giles’s voice answered.

“Faith,” Buffy called from the other side of the chamber. Faith vaulted over a pile of debris to see her crouched over another slayer, sprawled on the ground and half-buried in rubble. Willow was with her, moving the rocks from her body, but it was obvious there was nothing they could do. Faith got a glimpse of Robin further back, his and Dawn’s group having caught up during the fight, and allowed herself a moment for a mournful glance.

“Two of them,” Buffy said. “She got one but it jerked the knife out of her hand when it fell… the other was behind her.”

Faith looked down for a moment, then nodded at Buffy.

“Come on,” she said, “we’ll come back for her. Giles? We lost Connie… we’re going on.”

Cut To:
Underground Cavern – Same time

The Engineer surveyed his troops – dozens upon dozens of demons, an army of fangs, claws, muscle and carapace. He inclined his head, and Larmin, at his side, bowed his.

“See to the witch,” the Engineer rumbled quietly.

“She will reach you alive, my Lord,” Larmin promised. He looked back at the wall of demons separating them from the cavern entrance. “When you have her…?”

“You may help kill the others,” the Engineer allowed. Larmin bowed again, a gleam in his eyes.

All eyes went to the entrance tunnel as a sound echoed out of it. Clangs of steel against chitin rang through the cavern, closely followed by yells. The army squared its shoulders and tightened its grip on an assortment of axes, maces, morningstars and flails.

An arachnid head, still attached to part of a body and four legs, three on one side, only one remaining on the other, catapulted out of the tunnel and landed with a resounding crack as it splintered open against the rock floor of the chamber. An axe whirled after it, passing cleanly through the crack in its carapace and splattering the front rank of the army with the creature’s brain. Faith dashed into the cavern and snatched the axe from the spider’s head by the protruding handle. She looked up, more slayers moving in behind her, and for a moment the cavern was silent as the foes sized each other up. Faith’s eyes widened for the briefest of moments as she looked at Engineer’s army in front of her. Then she gestured to the smashed head with the axe, which still dripped with demonic gray matter.

“Is this thing yours?” she broke the silence. “‘Cause we found it poopin’ on our lawn, and in this dimension, we don’t take that kind of thing lying down.”

With a deafening roar, the demon army broke ranks and charged. Faith met the first with an upswing, opening it from crotch to neck, and the battle began.

Cut To:
Watchers Council – Lobby Control Center – Same Time

Hearing Faith’s comment through the headset, Andrew gave an amused snort and a small grin, but it didn’t stay long. He too looked over at the exceedingly nervous Rowena, who was now starting to pace back and forth over a tiny area of the lobby floor. He looked as though he might say something, but he felt a hand on his shoulder. Giles shook his head “no.” Andrew nodded at him and went back to monitoring the comms.

Cut To:
Underground Cavern – Same Time

Surrounded by fighting demons and slayers, Willow darted this way and that, edging closer to the center of the battle whenever she saw an opening to move through.

Xander, Robin and Marsha stayed close to her, fending off any stray demons that got through the slayer lines. Unseen by them in the chaos, Larmin stalked through the fighting, avoiding the occasional attack from a slayer. He kept his eyes fixed on Willow and the demons closest to her.

“Willow!” Robin yelled, pointing. She craned her neck to see above the press of struggling bodies and got a glimpse of the Engineer, towering above his guard and staring impassively across the battleground. Her eyes widened at the sight of him, then her features set into a determined scowl.

“No clear shot,” she yelled back to her bodyguard, “going closer!”

“Careful!” Xander shouted in reply, as they began to move steadily towards the looming demon. He, Robin and Marsha had their hands full now, with fewer slayers having made it so far into the cavern. Willow, however, seemed oblivious to the danger, all her attention set on the Engineer. Xander and Marsha took positions on either side of her, their backs almost touching her shoulders, moving with her, their swords slashing at anything in range. Marsha darted about the trio, attacking wherever she was needed.

Willow caught another glimpse of the Engineer, this time raising his hands in front of him.

“Watch out!” she warned. Before she had had time to cast a defensive spell, a wave of power rippled out from her enemy. Humans and demons alike were tossed like leaves in the wind as the wave spread in all directions. Willow had time for a brief glimpse of Xander’s worried face before he was thrown back, landing alongside Robin, Marsha and a dozen sprawled demons in a crumpled heap fifteen feet away.

Willow straightened from the half-crouch she had instinctively gone into as the wave passed. Only she and the Engineer remained standing. The floor of the cavern, forty feet in every direction from the towering demon, was bare, and beyond that the slayer and demon armies were struggling back to their feet, trying to take advantage of each other’s disarray to kill those who were still down.

“What –?” was all that Willow had time to say, then the floor beneath her vanished.

Cut To:
Watchers Council – Lobby Control Center – Moments later

“Faith, report!” Giles said into his radio upon hearing the commotion. “Faith!” he said again, with more urgency. “What’s happened?”

“Some serious mojo that took us off our feet,” they finally heard her answer. “But no damage. We’re still on-line here.”

Collectively, the group upstairs released a breath as the younger slayers and watchers-in-training continued to listen over the loudspeaker to the action unfolding below.


Cut To:
Underground Cavern – Same Time

Xander staggered to his feet, watching in dismay as Willow tumbled painfully down the side of the huge, gunmetal-gray bowl revealed beneath the cavern floor. Its walls were studded with protruding bumps, spires and angular projections. Willow’s discomfort from rolling across them was plain in her motions as she struggled to her hands and knees at the bottom, on a circular walkway above a pit of black, seething oil.

Looming over her was the machine Jeffrey and Faith had described – a huge sphere, its surface pitted in a jagged geometric pattern, with three giant rings framing it. Above it hovered the Engineer, as if gravity mattered nothing to him. He stared down at Willow with the sneering air of one observing an insect.

Over the groans and snarls of the resuming battle, Xander heard Willow curse as she got to her feet, then she looked up. Her hands lifted, her voice echoed, now with a strange, strong undertone that carried easily through the huge cavern. A savage light formed around the Engineer, coils of energy misting into being, contracting around him. Willow’s chanting grew in volume, and the strands linking her to the light became visible as they intensified.

The spell never concluded.

As the light was about to entrap the Engineer it was dragged downward, into the sphere itself. Willow jerked her arms, as if trying to pull away, but some force held her in place. The rings shuddered and began to spin, faster and faster, the sphere lit with an unearthly glow, and the filaments of energy flowing from Willow began to redden, and burn.

An image across on the other cavern wall caught Xander’s attention. The solid rock quickly became transparent and disappeared, an entire other dimension opening behind it. He saw thousands of demons charging forward and into the cave, cutting down slayers left and right. He watched helplessly as five demons charged forward and threw their axes at Faith. All five landed in her back and she fell face first to the floor, dead.

“No!” Xander yelled as Willow’s legs collapsed beneath her, bringing his attention back to her. “Willow!” He raced forward, only to rebound painfully from an invisible barrier, rising from the perimeter where the machine’s pit sank from the cavern floor. He watched helplessly as Willow screamed, the flesh of her arms beginning to blacken, her hands already breaking apart like ash, the fragments flowing along the streams of energy into the sphere.

“No!” he yelled again, as the sphere became blindingly bright and the fires consumed Willow.

Xander closed his eyes and shook his head in terror and disbelief. When he opened them again he saw Willow, without so much as a mark on her, still on the floor of the sphere. He looked to Faith to see her holding their own and then some, cutting down demons. It was then that Xander heard Willow curse as she got to her feet, and then she looked up at the Engineer. Her hands lifted and she took a deep breath to speak. And Xander screamed.

“Willow! Stop! Don’t do it!”

Willow, in the act of raising her hands higher to cast, hesitated and looked back.

“Don’t cast the spell!” he insisted.


“I saw it!” Xander shouted desperately. “If you work magic, you’ll die!”

“We need help here!” Robin called, slamming his sword uselessly against the barrier.

Buffy raced over and had as much luck as Robin did with penetrating the shield. Concern and indecision on her face, Buffy backed up.

Willow stared up at the Engineer, who still sneered down at her. Her hands flexed, but instead of raising them to use magic, she began to back away, picking her steps carefully across the uneven metal floor of the pit.

“Giles, I’m open to suggestions,” she muttered into her mouthpiece. As if responding to her voice, the Engineer inclined his head, just slightly, and a ghost of a cruel smile passed across his leathery face. The rings surrounding the machine sphere stirred and slowly began to move, emitting a groaning sound as they sedately orbited their core. Willow fell to her knees, her hands flying to her temples, an anguished cry escaping her as her eyes clenched tight in pain.

“Willow!” Xander called again. He swung a heavy axe that had fallen from a dead demon’s hand, but again failed to breach the barrier. Behind him, Robin and Marsha fought back to back, keeping the demons at arm’s length.

“It’s draining me,” Willow yelled, steeling herself against the pain. “It’s – it’s him, he’s draining my magic! Giles! Giles, what do I do?”

Cut To:
Watchers Council – Lobby Control Center – Moments Later

Giles frantically began looking through the papers surrounding the watchers as Rowena grabbed a book with the title Counter Curses across the front cover.

“We’re looking,” Giles told her through his radio.

“Tracey,” Rowena said, getting the young woman’s attention. “Get Jeff here now. We need him for a counterspell.”

Tracey nodded and rushed off through the crowd of watchers-in-Training and other staff, looking for the young man.

In Giles’s haste to find something, Ethan’s folder fell and opened across the floor.

“I’ll get it,” Andrew offered as he began to pick the items up. One paper in particular caught his eye and he began to examine it more closely.

“Oh my Goddess,” he sighed.

“What?” Giles asked impatiently.

“Why didn’t you show this to me?” Andrew asked as he handed it over.

“It’s a ritual pattern and not what we need at the mo –”

Andrew just grabbed Giles’s radio headset off of his head since it was one of the few with a microphone, and put it on his own head.

“What on earth are you –?” Giles protested

“It’s not a ritual layout,” Andrew told him. “It’s an engineering schematic.”

Black Out


End of Act Five

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