THE SUMMER OF AUGHT ONE

                                   "The Social Worker"

                                          TEASER

               FADE IN:

               INT. DAWN'S FOYER -- DAY

               Where we left off in the last episode. TARA is standing at 
               the door, the social worker, DORA, is standing outside the 
               door, holding her files.

                                     TARA
                         You're here to take Dawn.

               It's not a question, as was stated in the last script. It's 
               Tara saying this, stunned. She stands there, shocked for a 
               moment.

               In the living room, WILLOW and DAWN here this and look at 
               each other. What do they do. Tara turns to Dawn.

                                     TARA (CONT'D)
                         Dawn, RUN!

               Dora pushes her way through the door.

                                     DORA
                         I have a warrant and a police escort. 
                         You can't keep her here.

               But it's too late. Dawn's already running into the kitchen. 
               Dora and her TWO POLICE MEN escorts push Tara aside roughly. 

                                     WILLOW
                         Tara!

               EXT. DAWN'S BACKYARD -- DAY

               The door opens and Dawn runs out. She doesn't know which way 
               to turn. Finally, she decides on left and runs.

               INT. DAWN'S FOYER -- DAY

               Still with the cops and Dora bursting in. Much confusion on 
               Willow and Tara's parts. 

                                     OFFICER ONE
                              (to partner)
                         I'll take care of these girls. You 
                         get the kid.

               While his partner and Dora begin to move toward the kitchen, 
               the cop who is staying takes out his cuffs and grabs Tara. 
               Willow won't stand for this.

------------------------------------------------------------------------------------------------------
                                                                         2.


                                     WILLOW
                              (with a soft, level 
                              voice)
                         Thicken.

               With that word, an invisible force field forms around the 
               cops and Dora. They can't move at all. Unlike when Willow 
               did the spell on Glory, these humans are totally frozen in 
               place, unable to move.

                                     WILLOW (CONT'D)
                         Tara, come on!

               Willow grabs Tara and they run the same direction that Dawn 
               did. We stay on the cops and social worker for a few moments 
               after Willow and Tara are gone. After some time, they 
               unfreeze. All three look around, not knowing what happened.

                                                                  FADE OUT:

                                      END OF TEASER

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                                                                         3.


                                         ACT ONE

               FADE IN:

               INT. THE MAGIC BOX -- DAY

               A normal, quiet day at the store. A few CUSTOMERS scattered 
               around, and GILES and ANYA taking care of them. Suddenly, 
               Dawn runs in. She's out of breath and scared. Giles goes to 
               her right away. Anya soon is finished with her customer and 
               goes to her too.

                                     GILES
                         Dawn, are you alright?

               Dawn is too out of breath to talk. She just shakes her head.

                                     GILES (CONT'D)
                         What's wrong?

               He looks around.

                                     GILES (CONT'D)
                         Dawn, where are Willow and Tara?

               Dawn tries to catch her breath, and her fear shows through. 
               Tears are in her eyes.

                                     DAWN
                         I--I don't know. They told me to run 
                         and I did. I ran as fast as I could 
                         and I couldn't look back.

                                     ANYA
                         What happened?

               Willow and Tara rush into the store. They too are out of 
               breath. They see Dawn there.

                                     TARA
                              (relieved)
                         Dawn.

                                     GILES
                         Would someone please tell us what is 
                         going on?

                                     WILLOW
                         A social worker showed up at the 
                         house.
                              (beat)
                         Giles, they wanted to take Dawn away 
                         from us.

               Giles takes a moment to let this sink in.

------------------------------------------------------------------------------------------------------
                                                                         4.


                                     ANYA
                         Take her away? Where?

                                     WILLOW
                         I don't know... a foster home, I 
                         guess?

                                     DAWN
                         I can't go there.
                              (to Tara)
                         I can't lose any more people in my 
                         life.

                                     TARA
                         We'll think of something.
                              (then, to Giles)
                         Won't we?

               Giles looks at the girls.

                                     GILES
                         What did you do? How did you get 
                         away?

                                     WILLOW
                         A spell. I held them in place while 
                         we ran.

                                     ANYA
                         Are they still stuck there?

                                     WILLOW
                              (slight beat... good 
                              question)
                         I don't know. I didn't think about 
                         it.

                                     GILES
                         I don't think that was such a wise 
                         thing to do, Willow. There are laws.

                                     WILLOW
                         To Hell with their laws, Giles. They 
                         were going to take Dawn away from 
                         us.

                                     GILES
                         Yes, well... we must think of a way 
                         out of this mess. Legally.

               Everyone takes a moment to think this through.

                                     TARA
                         What about the Council? Can they do 
                         something?

------------------------------------------------------------------------------------------------------
                                                                         5.


                                     GILES
                         I suppose it's possible. But since 
                         Buffy's death, they've not been in 
                         contact with me, or returned my calls.

                                     ANYA
                         I don't like the idea of them coming 
                         back here and mucking up our lives 
                         and killing our ex-demons either.

                                     WILLOW
                         Maybe there's something I can do. A 
                         spell, maybe? Y'know, to make them 
                         go away.

                                     GILES
                         Casting spells on people is dangerous, 
                         Willow. You'd have to be very careful.

                                     WILLOW
                         Careful is my middle name, mister. 
                         People are always calling me Willow 
                         Careful Rosenberg. Aren't they, Tara?

                                     TARA
                         Um... I'm not sure how to contribute 
                         to that.

                                     GILES
                         I suppose it wouldn't hurt to look 
                         into the idea. However, I'd also 
                         like to research the legal side of 
                         all this. Perhaps there is some other 
                         way.

                                     WILLOW
                         We can look it up on the computer.

                                     GILES
                         Right then. Let's get to work.

               INT. XANDER'S APARTMENT -- DAY

               ANGEL, WES and CORDELIA are getting ready to leave town. 
               XANDER is seeing them off.

                                     XANDER
                         Do you need anything to eat for the 
                         drive home? Sandwiches? Cookies? O-
                         Negative?

                                     ANGEL
                         We're good.

               Cordy sits down on the couch. She is acting strange. Looking 
               at the ground. While Xander and Angel talk, Wes goes to her.

------------------------------------------------------------------------------------------------------
                                                                         6.


                                     WESLEY
                         Are you feeling alright?

                                     CORDELIA
                         Fine. I just... I don't know what I 
                         just. It's strange.

               Xander and Angel turn to Cordy and Wes. They see something 
               is up.

                                     XANDER
                         What's goin' on? You okay, Cor?

                                     CORDELIA
                         I'm fine. Really. Enough with the 
                         twenty questions.

                                     XANDER
                         Just checking. You have that weird 
                         look on your face. The one you usually 
                         save for when you really want a new 
                         outfit, but can't find your credit 
                         card.

                                     CORDELIA
                         I just don't know what I want anymore. 
                         I thought I knew, but being back 
                         here... it made everything confusing.

                                     ANGEL
                         Confusing?

                                     CORDELIA
                         I don't know what that means. I just 
                         feel like I never really left here.

                                     XANDER
                         I can see where that would be 
                         confusing.

                                     WESLEY
                         I know that feeling.
                              (beat)
                         You need closure. When you left here, 
                         did you have that.

                                     CORDELIA
                         I packed a bag and left. I couldn't 
                         stand being here anymore. I was a 
                         joke.

                                     XANDER
                         A joke? Cordy, you were never a joke.

                                     CORDELIA
                         I couldn't be here and be poor.
                                     (MORE)

------------------------------------------------------------------------------------------------------
                                                                         7.


                                     CORDELIA (CONT'D)
                         I'd see people I knew on the street 
                         and they'd give me that look. Y'know, 
                         the one you give to someone right 
                         before dropping a dollar in their 
                         hat.

                                     ANGEL
                         You ran away.

                                     CORDELIA
                         I ran away.

               Angel looks around, trying to decide what Cordelia needs. 
               Finally, he decides.

                                     ANGEL
                         So you need closure. You need to 
                         prove that you can be here. You need 
                         to be able to go back to L.A. and 
                         say that you stopped running.

                                     WESLEY
                         You need to stay here. You can't 
                         come home with us.

               Cordelia realizes. That's exactly what she needs.

                                     CORDELIA
                         I need to stay here.

                                     ANGEL
                         And you call us when you're ready to 
                         come home.

               Cordelia stands up and looks at Wes and Angel.

                                     CORDELIA
                         I will. I'll call you tonight, okay?

                                     WESLEY
                         I'll tell Dennis you'll be away for 
                         a while.

               She smiles at him. A "thank you" smile. Angel and Wes walk 
               to the door, grabbing their bags. Angel's hands are full, so 
               he turns to Xander.

                                     ANGEL
                              (to Xander)
                         You mind? The blanket.

                                     XANDER
                         Oh, you got it.

               Xander grabs a blanket and throws it over Angel, protecting 
               him from the sun.

------------------------------------------------------------------------------------------------------
                                                                         8.


                                     ANGEL
                         Thanks.

               They get to the door. Cordy hugs them both and sees them 
               out. Xander and Cordy are left alone.

                                     XANDER
                         So where does closure start?

                                     CORDELIA
                         I'm not sure.

               The PHONE RINGS. Xander picks it up.

                                     XANDER
                              (into phone)
                         Hello... What?... I'll be there in a 
                         minute.

               He hangs up.

                                     XANDER (CONT'D)
                         Trouble at the magic shop.

                                     CORDELIA
                         Serious?

                                     XANDER
                         Nobody's bleeding, but it's not too 
                         great.

                                     CORDELIA
                         Need me to go?

               Xander would normally say yes, but knows that she has things 
               to do.

                                     XANDER
                         Nah. You can just meet us there later. 
                         Do what you have to do.

               INT. THE MAGIC BOX -- DAY

               Giles is keeping busy at the counter. Anya and Xander walk 
               into the shop together, trying to look natural.

                                     XANDER
                         Cop car coming.

               Giles looks off-camera toward the training room and nods. 
               There's a slight WHOOSHING SOUND, but we don't see anything. 
               Xander sits down at the table, looking casual and pretending 
               to read a book. Anya walks to a shelf and looks at some of 
               the merchandise. Moments later, Dora and her police men walk 
               into the store. She is still holding the file and eyes the 
               shop. She rolls her eyes at the silliness of a magic shop.

------------------------------------------------------------------------------------------------------
                                                                         9.


                                     GILES
                         Welcome to the Magic Box. Can I help 
                         you with something?

               Dora looks at Xander and Anya who try to make it look like 
               they're not looking back at her. She walks to the counter.

                                     DORA
                         Hello. My name is Dora Yunn. I'm 
                         with Social Services. Child and family 
                         services department. I'm looking for 
                         a girl by the name of Dawn Summers. 
                         I'm told you know her.

                                     GILES
                         Dawn? Yes, she's a friend of mine.

               Dora eyes Giles. Friends with a fourteen-year-old girl?

                                     DORA
                         Has the child been in here today?

                                     GILES
                         No. I'm sorry. I haven't seen her 
                         since yesterday.

               Dora walks around the store, looking around. She looks up at 
               the second level, and at the book cases. It's now that we 
               see that there is a book case where the door to the training 
               room usually is. Dora passes right by it without a second 
               look.

               She turns back to Giles and hands him a card.

                                     DORA
                         You'll call me if you see her.

                                     GILES
                         Of course.

               With the same serious look on her face, she eyes Xander and 
               Anya one last time as she walks out of the store. Her officers 
               follow.

                                     ANYA
                         Thank you, please come again!

               Xander and Giles both give Anya a look.

                                     ANYA (CONT'D)
                         What? She has money too.

               Giles goes to the book case that is in the place of the 
               training room door and taps on it. IT VANISHES. Now the door 
               to the training room is clear again. Willow and Dawn walk 
               out of it. Dawn looks worried.

------------------------------------------------------------------------------------------------------
                                                                        10.


                                     DAWN
                         I'm scared.

               Willow puts an arm around her. Dawn puts her head on Willow's 
               shoulder and closes her eyes.

                                     WILLOW
                         It'll be okay. I promise.

               But Willow and Giles share a look that says that she can't 
               be sure of what she just promised.

               EXT. MAIN STREET -- DAY

               Cordelia makes her way down the street. She's walking slowly, 
               just taking things in. She passes the coffee shop and the 
               dress shop that she used to work at. She's trying to feel 
               something. Anything.

               EXT. SUNNYDALE HIGH -- DAY

               Cordelia walks up to the remains of the school. She looks at 
               them for a few seconds. She's then joined by Xander, who 
               hands her a drink. She accepts it with a "thanks" look.

                                     XANDER
                         I thought you might come back here.

                                     CORDELIA
                         Is everything okay at the shop?

                                     XANDER
                         Yeah. Don't worry about it right 
                         now. Maybe worry later, but not right 
                         now.

                                     CORDELIA
                         So this is what becomes of Cordelia 
                         Chase.

                                     XANDER
                         I think you're doing pretty well for 
                         yourself.

               Cordy motions toward the school.

                                     CORDELIA
                         I mean this.

                                     XANDER
                         I'm not following.

                                     CORDELIA
                         This is who I was. High school. Most 
                         popular. Homecoming queen.

------------------------------------------------------------------------------------------------------
                                                                        11.


                                     XANDER
                         Actually...

                                     CORDELIA
                         Shut up.

               Xander does. He plays along with the delusion.

                                     CORDELIA (CONT'D)
                         What am I now? Pretty much an 
                         answering machine with fashion sense.

               She feels her hair.

                                     CORDELIA (CONT'D)
                         And even that is questionable.

                                     XANDER
                         You're more than that. You're a smart, 
                         sassy young lady who helps save the 
                         world.

                                     CORDELIA
                         From lawyers.

                                     XANDER
                         A force greater than anything I've 
                         ever seen. And I've fought a god.

               With that comment, Xander remembers that Buffy is gone. Cordy 
               picks up on it.

                                     CORDELIA
                         It's stupid. It's so stupid.
                              (beat)
                         All the visions I get. All the people 
                         I help, and when something like this 
                         happens to someone I care about, I 
                         get nothing but a vacation to the 
                         land of the freaky green people. I 
                         should have been able to do something.

                                     XANDER
                         It's not your fault.

                                     CORDELIA
                         Oh, I know that. It's the fault of 
                         the stupid Powers That Be. They zap 
                         my head with the mystical pain visions 
                         and send us out on missions like 
                         we're their hired help, but they 
                         can't bother to give us a ring when 
                         someone close to us is in danger? 
                         Sometimes, I wish I could zap them 
                         right back. See how they like it.

------------------------------------------------------------------------------------------------------
                                                                        12.


                                     XANDER
                         The visions... they hurt you?

                                     CORDELIA
                         Yeah. A lot.
                              (beat)
                         And they keep getting worse and worse. 
                         My head is throbbing pretty much all 
                         day, every day.

                                     XANDER
                         And you can't stop them?

                                     CORDELIA
                         I had a chance once. But I couldn't 
                         do it. This is Angel's only chance. 
                         I can't let him down. His mission is 
                         who I am now, I guess. It's all that 
                         I am anymore.

                                     XANDER
                         And when the mission is over?

                                     CORDELIA
                         Who knows? Maybe they'll let me out 
                         of this. I mean, it'd be nice if 
                         they gave me a vision of the lotto 
                         numbers first, but I'll settle for a 
                         normal, pain free life.

                                     XANDER
                         I'm sure you'll get it.

               They share a look. Just being there with each other. Friends. 
               Not a "I want to kiss you now" look.

               EXT. MAIN STREET -- NIGHT

               Dora is off duty now. She's walking down the empty street 
               alone. She's holding a grocery bag, and talking on her cell 
               phone.

                                     DORA
                              (into phone)
                         I will find her. Bet on it... I am 
                         not obsessed with my work... Uh-huh. 
                         But I'm not obsessed... Okay, I'll 
                         be home in a few minutes. Bye.

               She hangs up the phone and keeps walking. After a beat, she 
               feels someone watching her. She stops and turns around, but 
               nobody is there. She still feels it, but she continues walking 
               anyway. The SOUND OF A GARBAGE CAN FALLING OVER is heard. 
               She turns around again, not stopping though. Still, she sees 
               nothing. She faces forward again just in time to see the 
               VAMPIRE that she bumps into. She looks at it's face. It's 
               all vamped out. She drops the bag, but can't move.

------------------------------------------------------------------------------------------------------
                                                                        13.


               She's too scared. The vampire grins and grabs her. It sinks 
               it's teeth into her. Her eyes are wide as the life drains 
               from them.

                                                                  FADE OUT:

                                      END OF ACT ONE

------------------------------------------------------------------------------------------------------
                                                                        14.


                                         ACT TWO

               FADE IN:

               INT. THE MAGIC BOX -- DAY

               Willow is at the table with a few books opened in front of 
               her. She's hard at work. She picks up the book she's reading. 
               It's called : "THE SPELLS OF ACARNIS"

               Anya is at the counter, one book in front of her. She picks 
               up her book. It's called : "IT" (By Stephen King)

               Giles walks into the shop from the training room and goes to 
               where Willow is.

                                     GILES
                         Find anything?

                                     WILLOW
                         Nope. Not unless you wanna turn the 
                         lady into a shovel.
                              (beat)
                         Let's call that, Plan B.

                                     GILES
                         And she hasn't been back?

                                     WILLOW
                         Not a peep from her since yesterday.

                                     GILES
                         That's good.

                                     ANYA
                         Unless she's getting a warrant to 
                         search all our homes and get us 
                         arrested.

                                     WILLOW
                         Arrested? For what?

                                     GILES
                         You did assault those police officers.

                                     WILLOW
                         What are they gonna do, arrest me 
                         for saying the word "Thicken"?

               Willow waves her hand playfully when she says the word. 
               Without meaning to, she causes an invisible force field around 
               Anya's hands and book.

                                     ANYA
                         Hey!

------------------------------------------------------------------------------------------------------
                                                                        15.


                                     WILLOW
                         Sorry.

               INT. DAWN'S LIVING ROOM -- DAY

               It's close to getting dark. That orange sunlight that comes 
               with dusk is shining through the windows. 

               Dawn, Cordelia and Tara are sitting in the room quietly. 
               Each of them in their own world. After a moment, Cordelia 
               looks up at the others and notices that they're being distant 
               too.

                                     CORDELIA
                         Well, aren't we all just a big ball 
                         of sunshine.

                                     TARA
                         Huh?

                                     CORDELIA
                         Look at us. Sitting here all quiet.

                                     DAWN
                         I was just thinking.

                                     CORDELIA
                         I think we all have issues that we 
                         need to deal with. Otherwise, this 
                         could turn into a very boring day.

                                     TARA
                         What do you mean?

                                     CORDELIA
                         I mean, we can't sit around and brood 
                         all day. Believe me, broody people 
                         get annoying very fast. We need to 
                         vent.

                                     DAWN
                         Vent? How?

                                     CORDELIA
                         Talk. We need to talk about our 
                         issues. Get them out there.

                                     DAWN
                         Well, my issues are pretty out there 
                         already.

                                     CORDELIA
                         But nobody is helping you deal with 
                         them. Everyone is busy with their 
                         own lives and issues.

------------------------------------------------------------------------------------------------------
                                                                        16.


                                     DAWN
                         So what do want us to do?

                                     CORDELIA
                         We can help each other.

                                     TARA
                         Help each other?

                                     DAWN
                         Like a support group?

                                     CORDELIA
                         Uh-huh.

                                     TARA
                         I tried a support group after my mom 
                         died.

                                     CORDELIA
                         And?

                                     TARA
                         I didn't like it.

                                     DAWN
                         What are we supposed to do? Just, 
                         like, start blurting out the first 
                         thing that comes to our heads?

                                     CORDELIA
                         Exactly.

               They fall silent. Dawn and Tara aren't sure if they like the 
               idea. Finally...

                                     TARA
                         I don't know what to say. I mean, 
                         people seem to forget that a woman 
                         had her hands inside my brain and 
                         turned me into a an insane person. 
                         Not just insane. I mean, that place 
                         I was in... it was Hell. Dark and 
                         cold. I could feel things on my skin 
                         and no matter how hard I tried to 
                         scream, I couldn't. When I tried to 
                         talk, my words wouldn't come out. 
                         Instead, it was something else. I 
                         wasn't even in control of my own 
                         mind anymore and I still have 
                         nightmares about it.
                              (beat)
                         I don't mean that people should be 
                         all over me or anything. I know 
                         everyone has their own problems and 
                         I'm okay with that.
                                     (MORE)

------------------------------------------------------------------------------------------------------
                                                                        17.


                                     TARA (CONT'D)
                         But sometimes I just wish someone 
                         would ask me if I was okay.

                                     CORDELIA
                         See, don't you feel better now?

                                     TARA
                         Not really.

               INT. THE MAGIC BOX -- DAY

               Still dusk. More books are piled on the table now. Willow is 
               still reading them. Xander's there and helping her now. Willow 
               finishes her book and closes it. She rubs her eyes.

                                     WILLOW
                         Damn.

               She's worn out and tired.

                                     XANDER
                         Nothing?

                                     WILLOW
                         If it's possible, I think I know 
                         less now than I did before.

                                     XANDER
                         Nothing in this one either.

               He closes his book too.

                                     WILLOW
                         Xander, what if we never find a spell?

                                     XANDER
                         Don't say that. We will.

                                     WILLOW
                         But what if we don't?

               Willow gets up and starts pacing.

                                     WILLOW (CONT'D)
                         Dawn has nobody anymore. Buffy was 
                         the only family she had and now she's 
                         gone. She'd want us to take care of 
                         Dawn, but how are we supposed to do 
                         that if they take her away?

                                     XANDER
                         We'll think of something.

                                     WILLOW
                         Like what, Xander? Saying that we'll 
                         think of something isn't an answer.

------------------------------------------------------------------------------------------------------
                                                                        18.


                                     XANDER
                         I don't know what to say, Willow.

               Xander gets up and stands near her. Old friends, comforting 
               each other.

                                     XANDER (CONT'D)
                         I don't know what we're going to do, 
                         but I have to believe that something 
                         will happen and this will be okay. 
                         If I stop thinking that, even for a 
                         second... If I let the thought that 
                         Dawn might be taken away from us 
                         pass my mind, I'll go crazy. She 
                         isn't just Buffy's kid sister to us 
                         anymore, is she? She's part of us. 
                         Part of our family.

                                     WILLOW
                         We can't let them take her, Xander.

               Willow is really scared. Xander hugs her. He's scared to.

                                     XANDER
                         I'm pretty sure I just said that.

                                     WILLOW
                         I wish Buffy was here.

                                     XANDER
                         Me too.

               They just stand there for a moment, comforting each other. 
               Then Willow's head pops up.

                                     WILLOW
                         I think I have an idea.

                                     XANDER
                         What?

               Willow goes behind the counter and pulls out some of Giles' 
               notes.

                                     XANDER (CONT'D)
                         What are they?

                                     WILLOW
                         Giles' notes on the Key.

               INT. DAWN'S LIVING ROOM -- NIGHT

               And it's finally not dusk anymore. It's all dark outside. 
               The gals are still chatting. Cordelia is up.

------------------------------------------------------------------------------------------------------
                                                                        19.


                                     CORDELIA
                         I guess my big issue is that I have 
                         no clue who I am anymore. I mean, in 
                         high school, I was...
                              (and she uses air 
                              quotes when she says)
                         Cordelia Chase.
                              (end air quotes)

                                     DAWN
                         And you're not Cordelia Chase anymore?

                                     CORDELIA
                         Not the same one I was back then. 
                         But I don't think I'm really the 
                         person that I pretend to be either. 
                         I don't know why. I mean, last year, 
                         this demon gave me a vision attack. 
                         I saw so much pain and stuff and it 
                         really made me think. I started 
                         thinking that I didn't have the right 
                         to act the way I did because people 
                         were suffering. So I put on this 
                         total Mrs. Brady face and became all 
                         nice and stuff.

                                     TARA
                         But you don't wanna be nice?

                                     CORDELIA
                         Well, I don't want to be mean, but I 
                         never get to say what I think anymore. 
                         It's like I'm filtering out who I am 
                         just so I can seem like the good guy 
                         that I'm supposed to be. You never 
                         see Wonder Woman telling the victim 
                         that she's saving that she's in dire 
                         need of a good eyebrow plucking, but 
                         sometimes it's just true.

                                     TARA
                         I think you can have some sass without 
                         being too mean.

                                     DAWN
                         You have to be who you are, I say. 
                         That's what you always told me when 
                         I was a kid.

                                     CORDELIA
                         But if I open those flood gates, can 
                         I control what comes out?

               INT. THE MAGIC BOX -- NIGHT

               Willow and Xander are reading through Giles' notes and the 
               Book of Tarnis.

------------------------------------------------------------------------------------------------------
                                                                        20.


               Anya is now back behind the counter, not paying much attention 
               to them. She's working on the shop's books and counting money.

                                     XANDER
                         Okay, so what exactly am I looking 
                         for?

                                     WILLOW
                         Anything that has information on the 
                         spell that the monks used to create 
                         Dawn.

                                     XANDER
                         Right.

                                     WILLOW
                         If I can get my hands on that 
                         information, I might be able to figure 
                         something out.

               They scan through the books more. Willow finally comes across 
               what she needs.

                                     WILLOW (CONT'D)
                         I think this is it.

                                     XANDER
                         What's it say?

                                     WILLOW
                         Hold on a sec.

               Willow reads the information from the notes.

                                     WILLOW (CONT'D)
                         It says here that the monks used a 
                         Blackwater Deceptiolarus spell.

                                     XANDER
                         I see... Oh wait, no I don't.

               Willow runs up to the second level... the place where all 
               the more powerful and dangerous spell books are located. She 
               scans the books for one in particular and finally comes across 
               it. She comes back down and puts it on the table. It's an 
               old, leather bound book that is falling apart. The cover of 
               the book has the title written on it : "NOCENS BLACKWATER"

               Seeing that Willow went up to the dangerous section, Anya 
               walks out to the table, concerned. 

                                     XANDER (CONT'D)
                         Will, should you be doing this without 
                         Giles?

                                     WILLOW
                         It's fine. I know what I'm doing.

------------------------------------------------------------------------------------------------------
                                                                        21.


                                     XANDER
                         I know. It's just that you tend to... 
                         nevermind.

               Willow might press on if she was paying attention to him. 
               But she's not. She is flipping through the pages of the book.

                                     ANYA
                              (to Xander)
                         What is she doing?

                                     XANDER
                         Looking for a spell.

                                     ANYA
                         From up there?

                                     WILLOW
                         Shhh!

               Anya doesn't like this, but she does stay quiet. Willow finds 
               what she needs.

                                     WILLOW (CONT'D)
                         I got it!

                                     XANDER
                         What is it?

               Willow looks up and tries to think of how to explain this.

                                     WILLOW
                         When the monks created Dawn, they 
                         had to put her into all of our 
                         memories and all of the places that 
                         would have records of Dawn. That 
                         took effort and the spell is still 
                         working on keeping that information 
                         where it needs to be, since it's not 
                         supposed to be there.

                                     XANDER
                         So?

                                     WILLOW
                         So, I think I can do a spell that 
                         can take her out of the minds of the 
                         people that are trying to take her 
                         away and get rid of their records.

                                     ANYA
                         And how will this backfire?

                                     WILLOW
                         What?

------------------------------------------------------------------------------------------------------
                                                                        22.


                                     ANYA
                         Your spells always backfire.

                                     WILLOW
                         They do not.

                                     XANDER
                         Wait... so this will get them off 
                         our backs?

                                     WILLOW
                         It should. At least for a while. The 
                         spell that the monks used was really 
                         powerful. It's like a battery that 
                         keeps recharging itself. I'm not 
                         sure how long my spell can hold back 
                         their spell.

                                     ANYA
                         It could make it so none of us 
                         remember her.

                                     WILLOW
                         It won't do that. I know what I'm 
                         doing.

                                     ANYA
                         Like when you turned Xander into a 
                         demon magnet? Or when you let Olaf 
                         out?

                                     WILLOW
                         That wasn't my fault.

                                     XANDER
                         Ladies. Calm down.
                              (beat)
                         I don't think we have much choice. 
                         They'll take Dawn if we don't try 
                         this.
                              (then, to Willow)
                         How long will this take?

                                     WILLOW
                         It'll take a while to set up 
                         everything I need. We'll need to get 
                         Dawn over here, I think.

                                     XANDER
                         I'll go pick her up. I can get Cordy 
                         and Tara while I'm there.

                                     ANYA
                         Yes. Maybe Tara can make sure this 
                         doesn't go horribly wrong and kill 
                         us all. 

------------------------------------------------------------------------------------------------------
                                                                        23.


               EXT. PARK -- NIGHT

               The park is empty. There are bushes nearby.

               ANGLE : THE BUSHES

               In the bushes rests the body of Dora. She's all dirty and 
               messed up. Her face has some cuts on it, but they BEGIN TO 
               HEAL. And within seconds, they're gone. Her eyes shoot open. 
               Her face MORPHS INTO A VAMPIRE FACE.

               She looks around, a little dazed. Slowly, she stands up. She 
               straightens her clothes and dusts herself off. Then something 
               grabs her attention. She hears something.

               A JOGGER comes into site. He stops when he sees her. At first, 
               he is concerned. She looks bad and he wants to help. Then he 
               sees her face and is too scared to run. She grabs him and 
               bites him. When he's drained, she drops him to the ground 
               and wiped some blood off of her mouth. Still dazed, she looks 
               at the blood on her hand. She's not exactly sure what she is 
               yet.

               EXT. MAIN STREET -- NIGHT

               Dora walks down the street, taking in the sight as though 
               it's the first time she's ever seen it. PEOPLE pass her on 
               the street. She eyes them, but doesn't attack.  Some people 
               look back at her, not sure if they should help her or not, 
               since she looks like she's been living in a dumpster, but 
               they just pass by when they see her eyes.

               Finally, she comes to the spot where she was attacked. She 
               stops for a moment, remembering what happened. She looks 
               around the area. On the ground, near a wall, she finds a 
               piece of paper. She picks it up.

               ANGLE : THE PAPER

               It has some of Dawn's information on it. Name, address... 
               just some information, not her whole file.

               INT. DAWN'S HOUSE -- NIGHT

               The three girls are still talking. Laughing and having fun 
               now.

                                     CORDELIA
                         And he was all...
                              (with funny voice)
                         "Be my deputy."

               Dawn and Tara laugh.

                                     CORDELIA (CONT'D)
                         I was about to die.

------------------------------------------------------------------------------------------------------
                                                                        24.


                                     TARA
                         Dawny, your turn. What's up with 
                         you?

               Dawn suddenly goes into sadness mode.

                                     DAWN
                         I'd rather just keep talking about 
                         Cordy's past. It's way more fun. 
                         Really.

                                     CORDELIA
                         No fair. You have to spill.

                                     DAWN
                         Fine. I...

               There's a KNOCK AT THE DOOR. The girls look at each other. 
               Who could that be?

                                     TARA
                              (to Dawn)
                         Go in the kitchen.

               Dawn obeys and goes into the kitchen. Tara and Cordelia go 
               to the door and open it. It's Dora. But she's not a mess 
               anymore. She looks very alive and professional. Tara's not 
               happy to see her.

                                     TARA (CONT'D)
                         C--Can I help you?

                                     DORA
                         Yes. I'm still looking for Dawn. I 
                         know she's in there.

                                     CORDELIA
                         Nope. Sorry. Please feel free to 
                         come again.

               Cordelia starts to close the door in Dora's face. Dora turns 
               around, acting like something startled her.

                                     DORA
                         Did you hear that?

               Cordy stops closing the door.

                                     TARA
                         I didn't hear anything.

                                     DORA
                         I heard something. It sounded like 
                         someone in the bushes.

------------------------------------------------------------------------------------------------------
                                                                        25.


               Dora takes a step back off the porch, onto the steps. Tara 
               looks at Cordelia, not knowing what's going on, and steps 
               outside to see if she can see anything.

                                     TARA
                         I still don't see anything.

               Dora turns around at break-neck speed and grabs Tara.

                                     DORA
                         Me neither.

               Tara struggles to get free, but can't.

                                     CORDELIA
                         Tara!

                                                                  FADE OUT:

                                      END OF ACT TWO

------------------------------------------------------------------------------------------------------
                                                                        26.


                                        ACT THREE

               FADE IN:

               EXT. DAWN'S FRONT YARD -- NIGHT

               Dora throws Tara to the ground in the front yard. Cordelia 
               runs back into the house, and comes back a moment later with 
               a stake. She runs out and attacks Dora, but she's not powerful 
               enough.

               Dawn runs to the door and sees what's going on.

                                     DAWN
                         Cordelia!

                                     TARA
                         Dawn, stay in the house!

               But Dawn doesn't listen she runs out and tries to help 
               Cordelia. Dora throws Cordelia off of her. Cordy drops the 
               stake. Dora grabs Dawn.

                                     TARA (CONT'D)
                         No.

               Tara thinks. She tries to think of what to do. Cordelia get 
               up and tries getting at Dawn, but Dora is holding her by the 
               head, like she is about to snap her neck.

                                     CORDELIA
                         Put her down.

                                     DORA
                         I can't do that. She's coming with 
                         me.

               Tara, still on the ground, holds her hands up.

                                     TARA
                         Sensus confundantur et aer oppleatur. 
                         Caligo absorbeat mentem obscuratam.
                          
                              (translation)
                         Confound the senses and charge the 
                         air. Mist engulfs. Mind is fogged.

               As it did in "Superstar", mist comes from her hands. Dora 
               can't see a thing. Dawn manages to get herself free and runs 
               out of the mist, running into Cordy and sending them both to 
               the ground.

                                     DAWN
                         Sorry. And... ouch.

               The mist eventually clears and Dora sets her eyes on Dawn 
               again.

------------------------------------------------------------------------------------------------------
                                                                        27.


                                     CORDELIA
                         What is she, like the Entergizer 
                         vampire?

               As Dora is about to grab Dawn again, a dark FIGURE comes 
               from nowhere and dives on the vampire. As they hit the ground 
               and struggle, we see that it's SPIKE!

                                     DAWN
                              (almost shocked, but 
                              not totally)
                         Spike.

               Spike and Dora struggle a bit. Eventually, she works some 
               basic self defense moves and Spike ends up on the ground, 
               having been kneed in his place where no man should ever be 
               kneed.

                                     SPIKE
                              (in very bad pain)
                         Bloody...

               Dora knows she's outnumbered. She decides to take off. She 
               turns around to say something, but Cordelia cuts her off.

                                     CORDELIA
                         Wait, don't say it...
                              (then)
                         You'll be back and you'll kill us 
                         all, right?

               Dora is annoyed. She turns and runs.

                                     CORDELIA (CONT'D)
                              (to Dawn)
                         They always say that. They should 
                         just have shirts made with that 
                         printed on the back.

               Everyone gets to their feed.

                                     DAWN
                         Spike, you're back.

               Cordelia stands in front of Dawn, protecting her from Spike.

                                     CORDELIA
                         Now feel free to get lost again.

                                     SPIKE
                         Calm down, prom queen. I just saved 
                         your life.

                                     DAWN
                         He has a chip now. He's a good guy.

               Spike gives Cordelia a "told you so" look.

------------------------------------------------------------------------------------------------------
                                                                        28.


                                     CORDELIA
                         A chip?

                                     TARA
                         A computer chip in his brain.

                                     DAWN
                         He can't hurt people anymore. He 
                         helps us now.

                                     CORDELIA
                         But he doesn't have a soul?

                                     DAWN
                         Not technically.

                                     CORDELIA
                         So he's still bad. He just can't 
                         hurt us.

                                     SPIKE
                         If I wanted you dead, I wouldn't 
                         have saved you from that vampire. 
                         Try to think about that for a 
                         second... if that's possible.

                                     CORDELIA
                         Yeah, and you could try thinking 
                         about updating your hairstyle once 
                         or twice a decade.

                                     SPIKE
                         Yeah, it looks like you've had great 
                         luck in that department.

                                     DAWN
                         Guys! Hello, stop the fighting. Same 
                         team, remember?

               Spike and Cordy stop the fighting.

                                     TARA
                         We should get to the magic shop. 
                         Report this.

               They start to walk, but luckily, Xander's car pulls up. Xander 
               opens the passenger window and yells out to them.

                                     XANDER
                         Somebody call for a taxi?

               Then he sees Spike.

                                     XANDER (CONT'D)
                         Check out the return of the living 
                         dead.

------------------------------------------------------------------------------------------------------
                                                                        29.


                                     SPIKE
                         Yeah. We're all very happy to see 
                         me. Can we get on with this now?

               INT. THE MAGIC BOX -- NIGHT

               Willow is gathering supplies for the spell from shelves and 
               putting them on the table. Giles is sitting at the table, 
               looking at the book that Willow got from the upper level. 
               Anya is helping Willow with supplies.

                                     WILLOW
                              (to Anya)
                         Rose root.

                                     ANYA
                         Right.

               Anya looks at the shelves for the rose root.

                                     GILES
                         Willow, are you sure you can do this? 
                         This book contains spells that are 
                         very dangerous. Perhaps it would be 
                         best not to tamper with the spell 
                         that the monks used.

                                     WILLOW
                         Giles, it's fine. I know what I'm 
                         doing.

                                     GILES
                         I know that. But still...

                                     WILLOW
                         Look, I know this could go all sorts 
                         of wrong, and I'm going to be careful 
                         to make sure that doesn't happen.

               Willow finds one of the supplies that she's looking for on a 
               shelf and puts it on the table, taking the time to talk to 
               Giles.

                                     WILLOW (CONT'D)
                         We can't not do this spell. We could 
                         lose her.

                                     GILES
                         And none of us wants that, but the 
                         Blackwater books are among the most 
                         dangerous. They unlock doors to great 
                         power that I'm not sure you're ready 
                         for.

                                     WILLOW
                         I've already used the darkest magic.
                                     (MORE)

------------------------------------------------------------------------------------------------------
                                                                        30.


                                     WILLOW (CONT'D)
                         How much darker can this get? 'Sides, 
                         the monks weren't evil and they used 
                         the spells.

                                     GILES
                         They were also trained for them their 
                         entire lives.

                                     WILLOW
                         And I've been doing this for years. 
                         I'm at the top of my wicca class.
                              (beat)
                         Okay, there's no actual class, and 
                         if there were, me and Tara are pretty 
                         much all of the students. Still, I'm 
                         at the top of my game.

                                     GILES
                         Which is exactly what I thought while 
                         I was summoning Eyghon when I was 
                         your age.

                                     WILLOW
                         No offense Giles, but you were a big 
                         freak when you were my age.

                                     ANYA
                         Ah-ha!

               Anya grabs a glass container filled with the rose root from 
               a shelf and holds it up happily.

                                     ANYA (CONT'D)
                         I found it.

               She puts the rose root on the table.

                                     ANYA (CONT'D)
                         What else do you need?

                                     WILLOW
                         Um... A hair from a virgin.

               Anya looks around the store, totally not knowing how to go 
               about this.

                                     ANYA
                         Damn.

                                     WILLOW
                              (to Giles)
                         And anyway, like I said, this is our 
                         only chance.

               The door to the shop opens. Xander, Dawn, Cordy, Tara and 
               Spike walk in.

------------------------------------------------------------------------------------------------------
                                                                        31.


                                     WILLOW (CONT'D)
                         Spike. You're back.

                                     SPIKE
                         Why is everyone so bloody shocked to 
                         see me all the sudden?

                                     ANYA
                         We thought you went crazy and left 
                         town.

                                     SPIKE
                         I took time off.
                              (beat)
                         Besides, I had a promise to keep.

                                     XANDER
                         How's the spell prep going?

                                     WILLOW
                         Still prepping.

               Anya walks up to Dawn and smiles at her.

                                     ANYA
                         Hello.

               Dawn doesn't know what's up with Anya. She just smiles 
               politely and says...

                                     DAWN
                         Hi.

               Anya stands for a moment, smiling at Dawn before quickly 
               pulling a strand of hair from her head.

                                     DAWN (CONT'D)
                         Ow!

               Anya returns to the table and hands the hair to Willow.

                                     ANYA
                         Hair from a virgin. Next item?

                                     CORDELIA
                         Okay, so is anyone gonna mention 
                         that we were attacked by a vampire?

                                     GILES
                         A vampire? Is everyone alright?

                                     DAWN
                         We're fine.

                                     TARA
                         It was that social worker.

------------------------------------------------------------------------------------------------------
                                                                        32.


                                     WILLOW
                         The social worker is a vampire?

               Tara nods.

                                     CORDELIA
                         Killed, vamped and still after Dawn. 
                         That's what I call job commitment.

                                     GILES
                         Did you stake her?

                                     TARA
                         Got away.

                                     CORDELIA
                         But she said she'd be back.

                                     WILLOW
                         They always say that.

                                     TARA
                         What spell are you working on?

                                     WILLOW
                         A spell to help us with the Dawn 
                         situation. I think we might be able 
                         to undo some of the work that the 
                         monks did and erase her form the 
                         minds and records of the social 
                         services people.

               Giles hands Tara the Blackwater book. Tara looks at it.

                                     TARA
                         B--Blackwater? Willow, are you 
                         sure...?

                                     WILLOW
                         Why does everyone keep asking if I'm 
                         sure? Yes. I am sure.

               Tara and Giles share a concerned look. Dawn's a little 
               uncomfortable with the thought of them messing around the 
               spell that creates her existence, but doesn't want to stir 
               things up. She already has enough problems.

                                     DAWN
                         So, how long is this gonna take to 
                         set up?

               Willow's getting to work already. She grabs a bowl from a 
               shelf and starts putting ingredients into it.

------------------------------------------------------------------------------------------------------
                                                                        33.


                                     WILLOW
                         Well, I have to mix a bunch of this 
                         stuff and then chat a while to get 
                         it all good and mystical.
                              (beat)
                         'Bout a half hour. Maybe an hour if 
                         the corners don't answer my calls.

                                     DAWN
                         Call me when it's done, okay?

                                     WILLOW
                         Sure thing.

               Dawn walks off, into the training room. Giles and Xander 
               share a look of concern.

                                     GILES
                         She must be worn out.

                                     XANDER
                         She's been through a lot. I'll give 
                         her a minute alone, then I'll check 
                         on her.

               Spike settles sits on the cushions in the front corner of 
               the store. Cordelia and Anya walk back to the counter, out 
               of the way.

                                     CORDELIA
                              (to Anya)
                         So... How's the being human treating 
                         you?

                                     ANYA
                         I'm getting used to it. I am still a 
                         little upset about not being able to 
                         sleep on my side without my arm 
                         falling asleep. That is one design 
                         flaw that must be taken up with the 
                         manufacturer.

                                     CORDELIA
                         It really would help if arms were 
                         detachable or something.

                                     ANYA
                         I used to know a demon who could do 
                         that.

                                     CORDELIA
                         Neat.

               EXT. THE MAGIC BOX -- NIGHT

               Dora is standing at the window, looking in on all that is 
               happening.

------------------------------------------------------------------------------------------------------
                                                                        34.


               She's just waiting for the perfect moment to strike. 

               INT. TRAINING ROOM -- NIGHT

               Dawn is walking around the dark room. The punching bag is 
               still on the floor where Buffy left it.  Dawn is taking in 
               all of the things that used to belong to her sister. She 
               walks to the counter type thing in the back of the room. 
               There she finds one of Buffy's scarves. She picks it up. She 
               feels the fabric as though it were a memory that had somehow 
               taken solid form and connected her to her sister again. She 
               smells it... and coughs. Okay, not the best smelling thing 
               in the world.

               Xander walks into the room. Dawn doesn't see him at first.

                                     XANDER
                         Hey.

               Dawn turns and sees him now. She doesn't let go of the scarf.

                                     DAWN
                         Hi.
                              (beat)
                         So is this the part where you comfort 
                         me and I cry?

                                     XANDER
                         I think so. I mean, it's either that 
                         or the part where one of us makes a 
                         shocking confession and pulls off a 
                         mask or something.

               He walks to her and puts his hand on her shoulder.

                                     XANDER (CONT'D)
                         You okay?

               Dawn doesn't really know how to react to the question.

                                     DAWN
                         Will I ever be?
                              (then)
                         Okay, that was a lame line. Could I 
                         possibly get any more Dr. Phil?

                                     XANDER
                         I know you hurt. You can let it out.

                                     DAWN
                         No. No, I can't. 

                                     XANDER
                         Why not?

------------------------------------------------------------------------------------------------------
                                                                        35.


                                     DAWN
                         I have to be strong. She told me to 
                         be.

               Dawn goes to the punching bag on the floor and sits on it. 
               Xander sits next to her.

                                     XANDER
                         Who? Buffy?
                              (beat)
                         Look, Dawn, I don't think she meant 
                         that you had to hold everything in.

                                     DAWN
                         Why not? She did. She knew how to 
                         take the blows and get right back 
                         up.

                                     XANDER
                         What, are you kidding me? That might 
                         have been the face that she put on 
                         for you and your mom so you didn't 
                         worry, but there were times when 
                         Buffy almost lost it.

                                     DAWN
                         Like when?

                                     XANDER
                         Like when Glory took you. Didn't 
                         anyone tell you what happened to 
                         Buffy? She fell apart. She couldn't 
                         take the pain.

                                     DAWN
                         But she was always so strong.

                                     XANDER
                         Yeah. She was. But holding things 
                         like this inside isn't strong. It 
                         makes you weaker. 'Cause something 
                         like this only eats at you until you 
                         have a total meltdown. If you don't 
                         deal with the pain, it just gets all 
                         infected and turns into a big green 
                         goo-filled bigger pain. Remember 
                         Adam?

               Dawn nods.

                                     XANDER (CONT'D)
                         Big trauma there. All hacked apart 
                         and sewn together. And see how well 
                         he dealt with it? Big freaky killer 
                         guy.

------------------------------------------------------------------------------------------------------
                                                                        36.


                                     DAWN
                         Which had nothing to do with his 
                         programming.

                                     XANDER
                         You get the point.

               Dawn's eyes tear up.

                                     DAWN
                         I just wish she was here.

                                     XANDER
                         I know.

                                     DAWN
                         I don't know how to live without 
                         her. I mean, when mom died, she took 
                         care of me. She always took care of 
                         me. She shouldn't have died. She 
                         shouldn't have had to sacrifice 
                         herself for me. It wasn't right. 
                         Buffy wasn't supposed to die. I was.

                                     XANDER
                         Hey. You know that Buffy couldn't 
                         have lived with that any more than 
                         you can live without her. She did 
                         what she did because she loved you. 
                         You were her world.

                                     DAWN
                         But I'm a nobody.
                              (beat)
                         Buffy... she meant something to the 
                         whole world. She saved it. The world 
                         needs her. I'm a nothing. I don't 
                         matter. It should have been me.

                                     XANDER
                              (dead serious)
                         I don't want you talking like that. 
                         Dawn, you do matter.

                                     DAWN
                         What? Bringer of death and chaos? 
                         Key to the end of the world?

                                     XANDER
                         No. Dawn, you're a bright, young 
                         girl with a future ahead of her. You 
                         have people who love you and care 
                         about you.

                                     DAWN
                         But Buffy was the world's hero. I'll 
                         never be that.

------------------------------------------------------------------------------------------------------
                                                                        37.


                                     XANDER
                         Maybe not. But you don't have to be.  
                         You just have to be Dawn Summers. 
                         Normal girl who can fit two twinkies 
                         in her mouth at the same time.

                                     DAWN
                         Yeah, there's a trick that'll put an 
                         end to all evil in the world.

               Dawn's eyes tear up again.

                                     DAWN (CONT'D)
                         I just don't know who will take care 
                         of me. 

               INT. THE MAGIC BOX -- NIGHT

               Willow and Tara are sitting at the table. Willow's eyes are 
               closed and she's chanting silently. Her lips are moving, but 
               we don't hear her. Tara is watching her, concerned.

               Giles is standing back near Spike now. He's looking at some 
               merchandise on the shelves as he talks with Spike.

                                     GILES
                         Why did you come back here, Spike?

                                     SPIKE
                         I told you. I have a promise to keep.

                                     GILES
                         To who? Buffy?

                                     SPIKE
                         I promised the slayer I'd watch out 
                         for her sister.

                                     GILES
                         Is that the only reason?

               Spike looks up at him.

                                     SPIKE
                         Did you expect more?

                                     GILES
                         No. I suppose not.

                                     SPIKE
                         What do you want me to say? That I'm 
                         fond of the nibblet and was worried 
                         about her? This is a big bad world, 
                         filled with lurkies, and all that?
                                     (MORE)

------------------------------------------------------------------------------------------------------
                                                                        38.


                                     SPIKE (CONT'D)
                              (and he lies when he 
                              says)
                         Fact is, I couldn't care less. I 
                         just wanted to keep my promise.

                                     GILES
                         Sometimes it's hard for me to tell 
                         when you're being genuine and when 
                         you are building emotional barriers.

                                     SPIKE
                         Oh, don't give me all that psycho-
                         babble. Frankly, I couldn't care 
                         less what happened to the whole lot 
                         of you.

               Giles knows Spike is just holding back his feelings.

                                     GILES
                         Of course.

               ANGLE : CORDY AND ANYA

               Still sitting and chatting.

                                     CORDELIA
                         And you don't mind being like this?

                                     ANYA
                         Nope.

                                     CORDELIA
                         And Xander doesn't mind at all?

                                     ANYA
                         Xander once told me, tact is just 
                         not saying true things. He likes me 
                         like this. I like me like this. Willow 
                         doesn't like me like this, but I 
                         tend not to care very much about 
                         what she thinks.

               Cordy smiles at the line. It is her own line. The idea that 
               Xander used this doesn't bother her. She might even like it.

               ANGLE : WILLOW AND TARA

               Tara is watching Willow work still. Willow's eyes are still 
               closed. Her mouth is still moving. We can hear a faint whisper 
               of what she's saying now.

                                     WILLOW
                         Powers of Blackwater, fill mine body 
                         with your energy. Take of me and 
                         bless this which I require. I beg of 
                         ye and honor ye with my breath.

------------------------------------------------------------------------------------------------------
                                                                        39.


                Tara is watching her silently.

               Tara looks at the bowl that has the ingredients in it.

               ANGLE : THE BOWL

               Inside the bowl, the ingredients are moving as though there's 
               an unseen hands moving them around.  The light in the table 
               flickers and BLOOD BEGINS TO APPEAR in the bowl.  Just a few 
               drops, as though the bowl itself is bleeding.

               ANGLE : TARA

               She doesn't like the looks of this. This is not right. She's 
               about to say something when, from the training room, we hear 
               a CRASH and a THUD. Tara looks up.

               ANGLE : WILLOW

               Willow's eyes open. Not in a mystical way, she just heard 
               the crash. But when she opens her eyes, they are red with 
               blood. It's only noticeable for a second before THE BLOOD 
               VANISHES.

               Everyone in the shop goes back to the training room to see 
               what happened.

               INT. TRAINING ROOM -- CONTINUOUS -- NIGHT

               Everyone from the shop enters the training room. They look 
               around. Cordelia sees the back door open and goes to it to 
               look out.

               Anya sees Xander, laying on the ground.

                                     ANYA
                         Xander.

               She goes to him. He's awake, but rubbing his head.

                                     XANDER
                         She took Dawn.

               Everyone takes in this information as we...

                                                                  FADE OUT:

                                     END OF ACT THREE

------------------------------------------------------------------------------------------------------
                                                                        40.


                                         ACT FOUR

               FADE IN:

               INT. TRAINING ROOM -- NIGHT

               Right where we left off. Everyone is still taking in the 
               news that Dora has taken Dawn.

                                     CORDELIA
                         She took her?
                              (beat)
                         But for ice cream, right? Not death?

                                     WILLOW
                         Because vampires so often do that.

                                     SPIKE
                         We have to find her, let's go.

               And Spike leads the way out of the building.

               EXT. PARK -- NIGHT

               Dora pulls Dawn roughly into the park. Dawn is struggling to 
               get free, but can't. Dora is hurting her arm.

                                     DAWN
                              (in pain)
                         Let me go. Please.

               Dora stops walking. This spot will do.

                                     DAWN (CONT'D)
                         Why are you doing this?

                                     DORA
                              (thinks for a moment, 
                              then)
                         It's my job.

                                     DAWN
                         You're dead. Pretty much off the 
                         payroll.

               Dora thinks again. She is confused still. She doesn't compute 
               that there is another way to act. Dawn is scared, but toughens 
               up. She can handle this. 

                                     DAWN (CONT'D)
                         I don't suppose you'll be taking me 
                         to a nice house with a warm bed?

                                     DORA
                         Shut up. I need to think.
                                     (MORE)

------------------------------------------------------------------------------------------------------
                                                                        41.


                                     DORA (CONT'D)
                              (beat)
                         No. No, I kill you and drink your 
                         blood.

                                     DAWN
                         That the new procedure? 'Cause I 
                         like the foster care a little more.

                                     DORA
                         I'm not the same as I was.

                                     DAWN
                         Yeah, I figured.

                                     DORA
                         Shut up. I told you to shut up.

                                     DAWN
                         And you'll what? Kill me more if I 
                         don't than you would if I did?
                              (then)
                         Say that five times fast.

               Dora pulls Dawn closer. Her face VAMPS OUT... Dora's, not 
               Dawn's. That would just be weird.

                                     DORA
                         I kill you now.

               Dawn is scared. She is trying to act tough, but isn't used 
               to being her own defense.

                                     DAWN
                              (shaky voice)
                         I'd like to see you try.

               Dawn begins to struggle hard. She uses her leg to push Dora 
               away from her, and is freed. Dora GROWLS.

               Dawn runs. Dora follows. It's not a long chase. Dawn knows 
               she can't get away. She picks up a trash can and throws it 
               at Dora.

               EXT. MAIN STREET -- NIGHT

               Xander, Anya, and Giles are looking for Dawn.

                                     XANDER
                              (calling out)
                         Dawn?

                                     ANYA
                         I don't think she's around here.

                                     GILES
                         Where would she be taken?

------------------------------------------------------------------------------------------------------
                                                                        42.


                                     ANYA
                         If we knew that, I highly doubt we'd 
                         be looking here.

               EXT. ALLEY -- NIGHT

               Willow, Spike, Tara and Cordelia are looking around the alley. 
               Inside dumpsters and stuff like that. Cordelia steps in 
               something gross and looks at the bottom of her shoe.

                                     CORDELIA
                         Could this place get grosser?

               She continues looking.

                                     SPIKE
                         It's not a fancy ballroom, bint. 
                         Deal with it and look for the girl.

                                     CORDELIA
                         I am looking. Unlike you, I am capable 
                         of walking, talking and looking, all 
                         at the same time.

                                     WILLOW
                         Enough. We have work to do.

               As they continue looking, Tara walks closer to Cordy and 
               leans over to her.

                                     TARA
                              (whispered)
                         Nice sass.

               Cordy is a little weird. She think that Tara said "Nice ass".

                                     CORDELIA
                         Huh?

               Tara gets the confusion.

                                     TARA
                         Sass. I said sass. Nice... sass. 
                         Your attitude. You're using it.

                                     CORDELIA
                         Oh. Thanks.

               EXT. PARK -- NIGHT

               Dawn has a bench between her and Dora now. She's scared, but 
               trying to hide it.

                                     DAWN
                         I wish Buffy was here.
                              (beat)
                         I wish anyone was here.

------------------------------------------------------------------------------------------------------
                                                                        43.


                                     DORA
                         But nobody is. It's just you and me.

                                     DAWN
                         I don't suppose there's any way we 
                         could talk this through?
                              (off Dora's look)
                         No? Didn't think so. In that case...
                              (loud as she can)
                         HELP!!!

               Dawn takes off running. Dora follows.

                                     DAWN (CONT'D)
                         Spike! Tara! Please!

               EXT. MAIN STREET -- DAY

               Xander, Anya and Giles are joined by Willow, Tara, Cordy and 
               Spike. Nobody has a clue.

                                     XANDER
                              (to Willow)
                         No luck?

                                     WILLOW
                         Nothing.

                                     CORDELIA
                         So where would this vampire take 
                         her? Is there a lair of some sort?

                                     GILES
                         She was just turned. I don't think 
                         she'd have time to find a lair.

                                     CORDELIA
                         So where would she go?

                                     GILES
                         Someplace comfortable. Familiar.

                                     CORDELIA
                         And since we don't know her, that's 
                         just not a big help.

                                     SPIKE
                         We better hurry the bloody hell up 
                         or we can say goodbye to the last of 
                         the Summers clan.

               They think for a moment. Then Tara gets an idea.

                                     TARA
                         The park. We should check the park.

------------------------------------------------------------------------------------------------------
                                                                        44.


                                     WILLOW
                         Right. It's close, and there won't 
                         be many people around this time of 
                         night.

               EXT. PARK -- NIGHT

               Dora tackles Dawn. Dawn struggles and eventually breaks free 
               and tries to crawl away from Dora. Dora grabs her leg. Dawn 
               tries to shake it free, but can't. She's scared.

                                     DAWN
                         Please. Let me go.

                                     DORA
                         I can't.

                                     DAWN
                         Why?

               Dora thinks for a moment. She doesn't know how to reply.

                                     DORA
                         I'm not sure why. I just have to 
                         kill you.

                                     DAWN
                              (Huh?)
                         You don't know what's going on, do 
                         you? You don't know what you are.

                                     DORA
                         And you do?

                                     DAWN
                         You're a vampire.

                                     DORA
                         Vampire?

               Dora takes his in for a moment. It all clicks.

                                     DORA (CONT'D)
                         That makes sense.

                                     DAWN
                         I don't suppose it's the kind of 
                         sense that'll make you want to let 
                         me go.

                                     DORA
                         I can't. I'm a vampire. It's not my 
                         nature to let you go.

                                     DAWN
                         Well, in that case...

------------------------------------------------------------------------------------------------------
                                                                        45.


               Dawn kicks Dora in the face and breaks free. She struggles 
               to get to her feet and tries to run. Dora cuts her off.  
               Dawn can't move in any direction. A tear runs down her cheek.

                                     DAWN (CONT'D)
                              (whispered)
                         Buffy. Help me.

                                     DORA
                         She's dead.
                              (beat)
                         Then again, that doesn't seem to 
                         have stopped me.  Still, it looks 
                         like you're all alone here, sweetie. 
                         Nobody here to save you. It's just 
                         you and me.

               Dawn is about to break down, but she refuses to give in. She 
               stiffens up, and holds back the tears.

                                     DAWN
                              (weakly)
                         Just you and me. I've almost been 
                         killed by a lot of things. A god, a 
                         weird space demon, my sister's evil 
                         vampire ex-boyfriend, and you think 
                         you're gonna get the job done?

               While saying this, Dawn is inching her hand toward a garbage 
               can at her side. 

                                     DORA
                         Looks that way.

                                     DAWN
                         You know what, lady?

               Dawn grabs the garbage can and hits Dora over the head with 
               it. It's only a minor hit against Dora, but she stumbles 
               back.

                                     DAWN (CONT'D)
                         Looks can be deceiving.

               Dawn takes this chance, while Dora's defenses are down, to 
               tackle her. They hit the ground. Dawn isn't nearly as strong 
               as Dora, but she manages to keep the fangs away from her 
               neck by using the ancient arts of hair pulling and nail 
               digging.

               ANGLE : OTHERWHERE IN THE PARK

               The rest of the gang shows up. Dawn is nowhere to be seen.

                                     XANDER
                         Let's get looking.

------------------------------------------------------------------------------------------------------
                                                                        46.


                                     WILLOW
                         It's a big park. Maybe we should...

               She's cut off by an OFF-SCREEN SCREAM FROM DAWN.

                                     XANDER
                         Let's go!

               They take off running.

               ANGLE : DAWN AND DORA

               Still wrestling on the ground. Dawn is losing quickly.

               The others run into the area. Spike pulls out a stake, but 
               he can't get a clear shot. Dawn is in the way. Xander moves 
               to pull Dora off of Dawn, but Dawn takes care of it herself. 
               She manages to get her feet onto Dora's stomach and pushes 
               her off of her, and right into Spike's stake. DORA EXPLODES 
               INTO DUST. 

               Dawn checks out her vamp slaying skills for a sec before 
               Xander helps her up.

                                     XANDER (CONT'D)
                         Fancy foot action. You okay?

                                     DAWN
                              (faking it)
                         Yeah. Frankly, I don't see what the 
                         big deal was all these years, I 
                         thought Buffy was serious when she 
                         said it was hard.

               Xander puts her arm around her and she rests her head on his 
               shoulder. She's tired.

               INT. THE MAGIC BOX -- DAY

               Willow is back at the table, chanting like before.  Cordy, 
               Giles and Tara are sitting at the table watching Willow. 
               Cordy is bored by this.  Xander, Anya and Dawn are standing 
               at the counter.

                                     DAWN
                         So I was there, in the moment. I was 
                         either going to die, or defend myself. 
                         I had to make the choice.

                                     ANYA
                         Did you choose death? Because when 
                         we got there, it looked like you 
                         chose death.

                                     DAWN
                         No. I dove on her. Kicking vampire 
                         butt...

------------------------------------------------------------------------------------------------------
                                                                        47.


                                     ANYA
                         And pulling her hair.

                                     XANDER
                         But in the end, you staked that baddie 
                         good.

                                     ANYA
                         With Spike's help.

                                     DAWN
                         It's just... Buffy's not here. I'm 
                         not always gonna have someone around 
                         me to watch me and take care of me.

                                     XANDER
                         You have us.

                                     DAWN
                         You know what I mean. I needed to be 
                         strong. It's like the world keeps 
                         closing in on me and I'm about to 
                         die every minute of every day. But I 
                         have to find a way to live. I can't 
                         always depend on other people.

               ANGLE : WILLOW

               Her eyes open. Normal eyes, no blood this time since the 
               spell is done.

                                     TARA
                         Are you okay?

                                     WILLOW
                         Fine. And look... magic spell soup.

                                     GILES
                              (to Dawn)
                         I believe we're ready.

                                     DAWN
                         Let's do this.

               INT. TRAINING ROOM -- DAY

               Dawn is standing in the middle of a circle made of chicken 
               bones. Four black candles burn in front of her. Xander, Giles, 
               Cordy, and Anya watch from the back wall. Tara stands nearby, 
               watching Willow carefully.

               Willow is wearing a black robe, and is holding the spell 
               book. She is walking in a circle around Dawn. She's holding 
               a glass of water.

------------------------------------------------------------------------------------------------------
                                                                        48.


                                     WILLOW
                         Dawn, close your eyes and clear your 
                         mind.

               Dawn does as she's told.

                                     WILLOW (CONT'D)
                         I need to focus my energy. This might 
                         take a minute.
                              (to Tara)
                         Okay.

               The atmosphere goes all tranquil. Silence. Tara speaks with 
               a calm, even voice as Willow looks down at the water in her 
               hands. Willow continues walking around Dawn. 

                                     TARA
                         Watch the water. It's ripples. It's 
                         life. Feel your mind become liquid. 
                         Soft and...

               She doesn't know what to say next. She's making this all up.

                                     TARA (CONT'D)
                         ... ripplie.
                              (then)
                         The world is dissolving around you. 
                         The only sound is that of my voice. 
                         There is no danger. No risk...

               With that line, Tara and Giles share another look. They know 
               it's not true.

                                     TARA (CONT'D)
                         Your mind is one with the universe. 
                         Focused. Clear. You are at total 
                         peace. You have no fear.

               Willow is now walking in what almost looks like a trance.

               ANGLE : XANDER

               Also listening to Tara's soothing voice. He is nodding off. 
               As his head begins to fall, he snaps back to reality.

               Willow and Tara continue, not noticing him at all. 

                                     TARA (CONT'D)
                         Now focus your mind on Dawn. Not her 
                         face, but her energy. Her essence.

               DAWN BEGINS TO GLOW GREEN.

                                     TARA (CONT'D)
                         Now focus on the task. Dawn's energy 
                         is open to you.
                                     (MORE)

------------------------------------------------------------------------------------------------------
                                                                        49.


                                     TARA (CONT'D)
                         Feel your way into it. Find the... 
                              (um...)
                         files for which you seek. Suppress 
                         them. Bind them.

               A GREEN FLASH FILLS THE ROOM. Willow falls to the floor, 
               sweating. Tara goes to her. Giles, Xander, Cordy and Anya 
               walk to them.

                                     XANDER
                         Is she okay?

                                     TARA
                         Yeah, I think so.

                                     WILLOW
                              (weak)
                         I'm fine.

               Dawn is still standing in the middle of the circle with her 
               eyes closed.

                                     DAWN
                         Um... can I open my eyes yet.

               Tara looks back at her.

                                     TARA
                         Oh. Sorry. Yeah.

               Dawn opens her eyes and looks around.

                                     DAWN
                         Did it work?

                                     TARA
                         I... I guess it did. How do we know?

                                     GILES
                         I suppose we just wait and see.

                                     WILLOW
                         It think it worked. I felt it.

                                     DAWN
                         I don't feel any different.

               Xander looks over to Dawn, looking confused.

                                     XANDER
                         Who are you?

               Dawn looks scared. She looks to Willow. Willow looks worried 
               too, she looks to Xander.

               Xander smiles.

------------------------------------------------------------------------------------------------------
                                                                        50.


                                     XANDER (CONT'D)
                         Kidding.

                                     DAWN
                         So not funny.

               INT. SOCIAL SERVICES OFFICE -- DAY

               A SOCIAL WORKER is looking at Dawn's file on the computer. 
               He picks up the phone and hits the intercom button.

                                     SOCIAL WORKER
                         Earl, get Patty, over at the police 
                         department, on the phone for me, 
                         would you? I have to make a pick-up.

                                     EARL (V.O.)
                         Sure. Which case is it? Dora's?

                                     SOCIAL WORKER
                              (somber)
                         Yeah.

               A GREEN FLASH.

               ANGLE : DAWN'S FILE

               The files has all of Dawn's information on it. However, when 
               the flash hits, the FILE CHANGES. The information is now 
               that of another girl, Betty Russell.

                                     SOCIAL WORKER (CONT'D)
                         Some girl named Betty Russell. It 
                         was Dora's last case before she 
                         disappeared.

                                                                  FADE OUT:

                

                                       END OF SHOW