Act 1




Lindsay Felton as Skye Talisker and Elijah Wood as Jeff Lindquist

Guest Starring:

Sir Kenneth Branagh as Cyril Rodham, Francesca Buller as the Lover, Jennifer Fisher as Angella, Chazz Palminteri as Jimmy Volano, Robin Sachs as Ethan Rayne and Duncan Young as the Flayer

Fade In:


Watchers Council – Conference Room – Morning

Willow breezed into the Watchers Council conference room, her coat still on and her hair tousled from the wind. Her cheeks were a bright pink.

“Hi,” she called out, a little breathless. “Just got in. Andrew said you were looking for –”

“We’ve got some trouble,” Giles interrupted. “There’s something stalking people, something invisible, or nearly invisible, to the eye.”

“That’s what’s been killing those people all over town,” Dawn cut in. “You know, the way everyone’s been just…”

“Dropping like flies,” Xander finished. He furrowed his brow. “Do flies drop?”

“Well,” Willow said, “I did see a couple of reports on TV and –”

“And when have you been around to watch television?” Giles asked, curtly.

“I –” Willow’s face flushed, turning from bright pink to bright red. Her eyelids fluttered and she looked away.

“Willow,” Rowena began, “we know you need time to sort out everything that’s happened to you, your powers and all. But you have to tell Giles — um, all of us — where you’re going or how to reach you. The rules apply to you the same as the rest –”

“Ahem.” Giles was looking squarely at Rowena. Then he looked at Willow, who was taking her seat at the table. “Rowena is, of course, right. You may not have all your magical abilities, but you’re still very much a watcher and one of the heads of this Council. At the very least, you need to be setting an example. And not with all of these spot-absences a-a-and lack of focus on your work, not to mention the odd hours you’re keeping.”

“I’m sorry, really,” Willow replied. “I guess I have been kinda Harriet Houdini on you guys lately.”

“Who?” Dawn asked her.

“Houdini…the escape artist who –”

“We need you to be in the moment, Will,” Xander said, not harshly.

“I am,” she replied. “I’m all momentary.”

Giles sighed and rubbed his forehead. “Dawn and Rowena are going to be handling the research on what exactly we’re dealing with and whether or not it’s linked to the Presidium.”

“What’s the matter with Bonnie?” Jeff asked. “She wear out her usefulness already?”

Giles looked at the youngster a moment, then answered calmly, “Bonnie couldn’t offer any information, but,” Giles continued, “her knowledge of the Presidium is limited in many areas.”

Jeff huffed, with a bitter grin.

Giles ignored him and continued. “This is a report I had faxed from police headquarters about an hour ago.”

He gave her the last of the copies he had handed out. “Jeff, Willow, I’d like you both to see if there is some kind of spell that might materialize this…force. I’d also like our coven to put a protection spell on the Council and a barrier around the grounds.”

“Did anyone hear anything when the force struck?” Dawn asked.

“Nothing more than a rushing sound. It’s right here on page three.” Robin pointed to a paragraph in the report. “Doesn’t give us much to go on.”

“Yeah but what’s with the heat-wave effect?” Faith asked. “The last witness said ‘it looked like air if you could see it…like a heat wave’.”

“So, we’re looking for a hot demon,” Xander suggested.

“Or maybe it’s a hot demon looking for you, as usual,” Dawn giggled.

Xander’s mouth curved in a rueful grin.

“We’re looking for a deadly killer,” Giles rejoined, seriously. “We haven’t time for sophomoric jokes!”

Uneasy glances coursed round the table.

“Faith, Robin…I want you to see to it that the entire staff – absolutely everyone – is prepared to handle the situation if this…whatever it is comes calling here.”

“What about Becca?” Robin asked.

“I’ll be sending her to the New York Headquarters for safekeeping.”

“That’s not gonna happen,” Robin half-laughed. “Not while she’s got the bookstore and –”

“She’ll go. This is a threat to our child, as well.”

Silence followed from Giles’s comment. After a moment, he cleared his throat again.

“Well, if there are no further questions…”

“Hey, wait a minute,” Xander piped up amid the screech of chairs pulling away from the table. “I have a question.”

“Yes, Xander, what is it?”

“What do I do?”

Giles looked at him, at a bit of a loss.

“Yeah, I know,” Xander said jokingly, “try not to get in the way.”

Giles frowned. “Nor annoy anyone in the process,” he muttered. He picked up his papers, turned, and left the room without another word or acknowledgment.

“Gimli the Dwarf, meet Grimly the Watcher,” Xander remarked.

“He’s got a lot on his mind,” Robin said in Giles’s defense. “Not the least of which is a Wicca-without-a-wallop who seems to keep disappearing on us lately.”

“Yeah, Red, what gives?” Faith asked. “You, uh…got somethin’ goin’ that maybe Ro should, or shouldn’t, know about?” She grinned teasingly at Willow.

Willow avoided eye contact and picked up her report. “Heh-heh, uh, yeah well, like Giles said, let’s get crackin’, team!” She smiled close-mouthed at them, shrugged, then walked briskly from the room.

Rowena’s mouth opened and closed.

“Hey Ro, I’m sorry. I was just havin’ a little fun with –”

Rowena waved Faith off. “It’s okay,” she smiled. “It’s fine. Nothing to worry about, eh?”

Rowena smiled awkwardly and quickly left the room.

“If she’s not worried why is she talking Canadian, ‘eh’?” Jeff asked.

Cut To:


Watchers Council – Giles’s Apartment – Minutes Later

“Look, I am not leaving to go to New York or Honolulu or Botswana or anywhere else you think you’re going to send me. I told you before –”

“And I’m telling you now, so please don’t argue with me.”

Becca folded her arms and waited expectantly.

“What?” Giles asked irritably.

“Are you done making unreasonable demands?”

“Is it unreasonable to want my wife and unborn child to be safe?”

“I’m not going to feel safe with strangers.”

“They’re not strangers, they’re bloody Council members!”

“Rupert! What is wrong with you? Can you hear the way you’re talking? You’ve been on edge for a couple of weeks now. The doctors said you have to take it easy and not get excited over every little thing.”

“This is not a little thing, Becca. Whether you feel safe or not, the simple fact of the matter is that you will be safe within the walls of our New York branch. And you won’t be so far away that I can’t get to you in a matter of a few hours, if need be.”

“If you’re figuring on getting to me in a few hours ‘if need be,’ then maybe the New York branch isn’t as safe as you want to believe. Maybe no branch is. Whatever this thing is, if I run away now, I’m going to be running away every time something happens. I won’t do that. I don’t want our child brought up in fear, Rupert. What we face, we face together. And together, we will face everything.”

Giles opened his mouth to protest, but Becca held up her hand.

“Don’t argue with me. I’m just as hard headed as you are.”

She kissed him lightly on the cheek and went into the bedroom.

“I’d say you’re quite a bit more,” he muttered under his breath.

“I heard that!” she called.

Cut To:


Watchers – Staff Kitchen – Next Morning

Dawn yawned as she shuffled into the kitchen. “Mrng,” she mumbled, as she absently walked to the refrigerator and pulled out the milk. She shuffled to the cabinet and took out a tumbler, filled it with milk and put the milk back. Then she drank half the glass before realizing just how icy the cold milk was.

“Whew,” she said, her hand on her chest, “that was a wake up call…Hey,” she turned, “why is everyone so qui…” her voice trailed off as she realized the kitchen was empty.

Looking around, Dawn found the building to be very still. No one was around, not even the receptionist at the front desk. Then she saw it — the unmistakable red-and-white van outside in the Council parking lot.

She ran out the front door.

Cut To:


Watchers CouncilParking Lot – Same Time

A crowd of support staff, watchers and some of the older slayers watched as a body was loaded into the ambulance.

Dawn raced up to Jeff and Skye, slightly out of breath.

“What happened?” she asked, her voice ringing out amid the somber crowd.

“Ms. Zanninger,” Jeff said, nodding towards the ambulance. “Musta happened last night.”

“Or first thing this morning,” Skye said. “No one saw it happen.”

“And no one saw it on the security camera or-or when they did patrol?” Dawn demanded. “And what about the protection spell – and the barrier?”

“Guess we — they — failed.” Jeff shrugged.

“Does she have any family?” one of the teachers asked.

“She has an elderly father living in Maine, but that’s all I know,” Lyn, one of the senior slayers, answered. “She’s got an ex-husband, too,” she added quietly.

“He’ll have to be located and notified,” Giles told Robin.

Dawn turned and walked away from the scene with Skye. Jeff realized it a second or two later and jogged to catch up to them.

“Hey. Hey!” he called to Dawn.

“Hey,” she said not, stopping.

“I liked her, too,” he said, putting a hand on Dawn’s shoulder. “She was a good teacher.”

“Yeah, and now she’s a dead teacher. We have to find this thing!”

“We don’t even know if that’s what killed her,” Jeff said.

Dawn turned on him. “You think this is just a coincidence? What, like-like a…brain hemorrhage or something?”

“Hey, I’m only trying to –”

“Don’t try. Just –” Dawn looked helplessly at Skye, her eyes beginning to tear up. Then she set off quickly towards the building.

“Dawnie? Dawn!” Skye called after her. “Nice move,” Skye said sarcastically to Jeff. Then she hurried after Dawn at a trot.

Jeff flexed the fingers of one hand for a moment, then followed them inside.

Cut To:


Watchers Council – Conference Room – Later that Day

Giles paced nervously back and forth in front of Robin and Faith. “A-a-and at the absolutely worst possible moment, she’s gone missing again!”

“Look, Giles, I know Willow. Maybe not as well as you do,” Robin added, “but pretty well, anyway. I don’t think she’s being irresponsible. Whatever she’s doing –”

“Whatever she’s doing is taking her away from her obligations here. And she’s still not telling anyone where –”

“Hey everyone. I’m back!” Willow entered the conference room.

“Indeed!” Giles said.

She looked openly at him. “It’s not what you think,” she said. “I went to the Police Station and got a little more information from a couple of the detectives on this case.” She placed a notepad with hand-scribbled notes on the table.

“And,” she continued, “Althenea’s got her best Wiccans working on this. I spoke to her right after…um, this morning.”

“And did Althenea mention to you that I already spoke with her myself?” Giles asked. “Of course, if you’d been around for the start of meetings and other mundane events of that sort, you’d have known.”

Willow looked up at him.

“And now you’re not even telling us when you’ve gone to the police? Perhaps you’d like us to guess at your whereabouts all the time, yes?”

Willow’s face clouded. She drew a breath, about to respond, and then she saw it: a little sweat forming just over Giles’s brow.

“I-I promise I’ll be more…with the informing. I’ll –”

A terrified yell cut her off.

The four raced from the conference room and down the corridor towards the sound, as teachers opened their classroom doors to peer out.

They turned into one of the smaller classrooms and saw a young slayer, her back to the chalkboard, looking down in horror at her watcher-in-training. The girl’s mouth was working as she tried to speak.

Willow ran to her. “Shannon! Shannon, what happened?”

The girl seemed completely unaware of Willow.

Faith stepped up. “Hey, kiddo. C’mon, Shannon, ya gotta tell us what you saw. What happened?”

“It…it –” the girl tried to begin, but she couldn’t get the words out.

“Go easy, but tell us. C’mere.” Faith pulled the girl away from the wall and the sight of her dead watcher. “What happened?” Faith asked again.

“It…he saved me from it.”

Faith turned and looked at the body of the watcher-in-training. He looked as though he had died right where he stood.

“He got between us and saved my life,” the young slayer continued, her eyes filling with tears. “But that’s my job!” She started sobbing against Faith’s shoulder.

“Hey, little sister, it’s okay,” Faith told her. “It’s gonna be okay. It was his job, too. You stand up for each other whenever the other one needs it.”

The girl continued to sob.

“Ken!” Faith called.

“I’ve got her,” Kennedy said. She came forward and took the girl by the shoulders.

“Go on,” Faith told the girl. “Go with Ken.” Kennedy led the young slayer out of the room.

“Right, I’m on it,” Faith heard Robin say. She saw him leave the room on Kennedy’s heels.

“On what?” Faith asked.

“As of this moment,” Giles announced, “we’re in lock-down.”

Cut To:


Watchers Council – Coven Room – That Night

Dawn let her hand drop, breaking the circle. “Willow, this is just not working.”

“I know, I know…” Willow replied wearily. “There’s only one other spell and I really don’t think it’s gonna be the big one, either. But we still have to try.”

Dawn stretched her arms. “What time is it?” she asked. She bent from side to side to loosen her back.

Jeff looked at his watch. “Past midnight,” he said.

“How much past?”

“Uh…about fifty-three minutes past.” He grinned lamely at her.

“We’ve been in here since three o’clock this afternoon! Will, I think we should try the next spell tomorrow, when we’re more rested.”

Skye reached up and smoothed Dawn’s hair back gently.

“No. No, I – we have to do it now,” Willow replied. “Please, let’s just do this one other spell…”

“What if it doesn’t work?” Jeff asked.

Willow put out her hands again and the group of witches groaned. Then she, Jeff, Dawn, Skye and the other Coven members closed the circle once again.

Cut To:


Watchers Council – Giles’s Apartment – Same Time

Giles waited as the phone rang over and over and over. Suddenly he heard a click, and a sleepy voice came over the wire. “Hello?”

“Althenea! Good Lord, I am sorry to wake you, but I must speak to you and I – frankly I-I’ve been putting it off far too long. Yes, I do know it’s a bit early there, but…yes, I’ll hold.”

Giles leaned back as far as he could to look towards the bedroom. Becca still appeared to be sound asleep.

“Yes,” he said in a more hushed tone. “I need you to tell me if you know the whereabouts of someone. If you must do a locator spell, I-I could wait a-a-a few hours, I suppose. But given the current situation, it might not be wise to wait. Yes, who else…You do? Where? Why didn’t you tell me?…All right, all right, but how long has he…oh. I see. Well, it would explain a lot about these deaths…No, I’m not accusing anyone. Yet. But it’s quite a coincidence, isn’t it? Oh, good lord…I-I-I’ve just realized something. I have to go. Sorry to have wakened you…all right. Goodbye.”

Giles strode to the coat closet and opened the door. He pulled on his warmest winter coat and black leather gloves. He turned as he began to tie his scarf neatly about his neck.

Becca stood before him. “Little late for pizza, isn’t it?”

“Good lord, what are you doing up at this hour?” he asked.

“You can do better than that, Rupert.”

He looked ready to make a reply, then sighed. “No. No, I can’t,” he said resignedly. “Listen, I have to go somewhere to check something out. I’m going to post Vi and Kennedy at the door while I’m gone. Or…maybe I should have them wait inside with you…”

“Rupert, what’s so important that you’re going out at one o’clock in the morning? Is it about Gloria Zanninger and that watcher-in-training, Peter?”

“That’s what I’m going to find out. That and…something else, too, I think. Anyway, I’ll have Kennedy and Vi come up to stay with you till I get back.”

“Well then, do me a favor, Mr. Ghostbuster.”

Giles smiled warmly at her. “And what would that be?”

“Well, for starters, please be careful. Take Faith or Robin with you. Or both. And second, make sure Vi and Ken come up here with some ice cream and major fixin’s.”

“I shall endeavor to do both.” Giles kissed her forehead lightly and left the apartment, locking the door behind him.

Cut To:


Roadside Inn Parking Lot – Night

Traffic rushed swiftly on the interstate behind the cheesy “Roadside Inn.”

The sound of teenagers whooping and catcalling from a passing sedan could be heard by Giles, Faith and Robin as they sat in an old Chevy parked in the all-night gas station adjacent to the motel. The gas station attendant appeared to be nodding off inside his overly-lit hut.

“Look, Boss, I don’t want to rain on your parade here,” Faith said from the back seat, “but there’s nothing going on out here at – damn! – two-thirty in the morning!”

“Faith’s right,” Robin said through a yawn. “There’s nothing happening out here except teenage adventures in drinking.”

“No. I have inside information,” Giles replied.

Faith rolled her eyes and smirked at Giles’s comment. Robin caught her out of the corner of his eye and smiled a bit.

“What?” Giles asked. “What’s funny?”

“Nothin’, Sam Spade. We’re good,” Robin said good-naturedly.

Giles nodded, turning his attention back towards the motel.

Fade To:


Roadside Inn Parking Lot – Later that Night

Robin snored loudly again.

“Bloody hell. That’s enough to wake the dead in several dimensions,” Giles said irritably. “Does he always snore like that?”

Faith was slouched in the back seat listening to some thrash metal song over headphones and chewing a large wad of gum. She showed no sign that she’d heard Giles as her head bobbed and her mouth chewed in time to the racket bleeding through the earpieces.

Giles sighed.

Robin snore-roared again and Faith snapped a very loud bubble.

“Hmph!” Giles said aloud. “Like being back in bloody Sunnydale.”

He stared intently for a few more moments at the motel. A wavering passed before his eyes and made him momentarily dizzy. He rubbed his eyes.

“Hey! Giles!” Faith’s face was suddenly near his. She reached over and shook Robin hard. “Wake up, Ace!”

Both men were instantly alert.

Faith clicked her iPod off.

“What did you see?” Giles asked.

“Not see. Feel. I felt something…weird. Like…like when your heart’s racing and you can’t catch your breath.”

“I know that feeling all too well,” Giles said.

“I still feel it.”

Robin looked nervously at her. “Are you okay?”

Giles gasped. “Look! Look there, do you see? No, there!” He pointed.

Robin and Faith followed Giles’s hand and saw a wavering shimmer near the motel, like a heat wave on a desert road in summer.

“Gotcha!” Faith cried. She began to open the door. The shimmer stayed in place for a moment.

“Faith, no!” Robin cried, turning in the front seat and grabbing at her arm.

“It’s coming this way!” Giles called out.

“Let go of me,” Faith demanded, pulling her arm from Robin’s grasp.

Robin craned his neck around to see that the shimmer was advancing upon their car, while Faith again pushed open the door.

“Close the door, Faith! Giles, let’s go!” Robin cried. The shimmer distorted everything in front of them. Robin grabbed Faith’s arm again, more firmly this time, forcing her to tap into her slayer strength to resist him.

“Hey! Hey, you two!” The all-night gas station attendant came out of his little hut, carrying a hammer. He was young; barely out of high school, it appeared. “Hey!” He approached the car rapidly. “Let go of the lady!”

The shimmer stopped again.

“Get out of here!” Robin shouted at him.

But the boy was intent on rescuing the woman in the back of the car.

“Screw you, I’ve been watchin’ you two pervs all night! Now let the woman go!” the boy cried, as he continued to advance on the car. He had just reached Giles’s door when he, too, saw the shimmer. It closed on him.

A look of panic crossed the boy’s face. The shimmer blew through him. As it broke across his chest, he let out a horrible sound.

It was not a cry, nor a whimper. It wasn’t even a breath-catch. But it was clearly audible to Giles, and closely followed by the sound of the hammer hitting the ground. He watched the boy drop, dead before the shimmer had completely passed through the young body. And once past, the shimmer disappeared.

A dog began to bark in the cold, quiet night.

“Is it gone?” Robin asked.

“I-I think so,” Giles replied. “We must see to the boy.” He began to open his door.

A large dog sprang up and put its two huge paws on the door. It flashed white teeth and barked menacingly at Giles from outside his window.

Robin and Giles jumped back, startled.

“Back off, Cujo!” Faith yelled, preparing to take the animal on.

A sudden rapping on the passenger-side window gave Robin yet another start. The man rapping on the window bent down and looked in.

“Hey,” Faith said, suddenly recognizing the dog.

“Now I know why we’re on this stakeout,” Robin said, eyeing the man.

“E-thaaaan…” Giles snarled from behind clenched teeth.

“Come with me if you want to – well, not be seen in this garish vehicle. Rupert, down.”

The dog immediately obeyed.

Faith, Robin and Giles got out of the car and Rupert-the-dog wagged his tail exuberantly at them.

Giles knelt down by the dead gas station attendant. “Call the police,” he told Robin.

Giles looked up at Ethan, who now stood over him and the boy. Rupert-dog was by his master’s side.

“Ethan, you’ve outdone yourself this time.”

“While you’ve only managed to outwit…yourself.” Ethan smirked.

“This stunt stinks of Ethan Rayne.”

“This? This is none of my doing, I assure you.”

“Your assurances –”

Rupert-the-dog whined and woofed. Ethan looked around. Then he heard the approaching police siren.

“I’m in Room 13, over there,” Ethan pointed. “I’ll be waiting when you’re done with the men in blue.” On the word “blue,” he pursed his lips into a kiss at Giles.

Faith smirked and shook her head.

Rupert-dog was busily sniffing the body of the young attendant, whining and whimpering in worrisome tones.

“Rupert! Here, boy!” Ethan called.

The dog picked up his head and went bounding after Ethan towards Room 13. Giles watched man and dog both vanish as soon as they crossed the curbstone, just before they entered the threshold of the motel room.

None of those present noticed another sedan, parked off the road in the shadows across the road. Three large men sat in the car, their eyes fixed on Giles, Faith and Robin across the street.

“Cops comin’,” Jimmy Volano’s assistant, Vince “Pudge” Pugliesi, said from the driver’s seat, as the sound of the siren grew louder.

“What happened to that kid?” a slightly disheveled young man asked from the back seat. “What did we just see?”

“Shut up, Tommy,” Vince told him.

“And why the hell didn’t you take the shot, old man?” Tommy demanded of their passenger.

“Witnesses,” came the gruff, but quiet reply from the salt-and-pepper-haired man in the front seat.

“Witness – Ya coulda taken ’em all down, by now!”

Vince turned around from the driver’s seat. “Tommy! Shut up and learn somethin’.”

Vince turned back around and leaned over to the steely-eyed older man. “Papa…why couldn’t you off ’em? We coulda got rid o’ the bodies before the cops arrived and –”

Il Pappagallo turned his head slightly. “I do what I’m paid for, no frills.”

A snort came from Tommy in the back seat.

Il Pappagallo turned around to fully face the young man.

Tommy felt himself go cold under the icy stare of the hit man.

“But,” Il Pappagallo said hollowly, “There’s always an exception to the rule.” He held the young man’s gaze as Vince started the car. The sedan began to roll away, its headlights off, before Il Papa turned back around.

Black Out


End of Act One

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