EXT. BERRYMAN HIGHSCHOOL - NIGHT

The buildings of the affluent Southern California school gleam darkly in the moonlight. We TRACK about the campus - it's deserted.

CUT TO:

INT. HALL - CONTINUOUS

TRACK through the halls. Nothing.

CUT TO:

INT. CLASSROOMS - CONTINUOUS

Silent.

We track along the wall, past the maps and drawings tacked up on it, past the window, which SHATTERS in our faces!

It's just a single pane, knocked in by someone's hand. It unlocks the window and slides it up.

CUT TO:

EXT. OUTSIDE THE BUILDING - CONTINUOUS

The intruder is a college age BOY, a timid GIRL beside him. She looks about nervously.

CUT TO:

INT. CLASSOOM - CONTINUOUS

As they climb in. She peers around some more as he shuts the window behind them.

CUT TO:

INT. BACKSTAGE - A BIT LATER

He leads her through the back of the school theater and

ANGLE: ON STAGE

which is lavishly dressed as an oversized alley set: a huge wooden fence, trash cans, etc. It looks suspiciously like the set of CATS.

She wanders through it a bit.

Suddenly the curtains open, revealing the empty auditorium, and the foot lights come up. The boy has worked all this from the side of the stage. He comes up to her.

He moves to kiss her, but she turns suddenly, real fear crossing her face.

He looks about them. The place is dark shadowy. She cowers behind him.

Silence.

She bares HORRIBLE FANGS and BURIES them in his neck.

BLACKOUT.

EXT. BERRYMAN HIGHSCHOOL - MORNING

A day as bright and colorful as the night was black and eerie. Students pour in before first bell, talking, laughing. They could be from anywhere in America, but for the extremity of their dress and the esoteric mania of their slang. This is definitely So Cal.

We see definite grouping here: surfers, jocks, etc. One small group of grungily clad girls makes a path through the rest, parting them like the red sea. Nobody gets too near them.

As we TRACK through the mass of kids, we pick up snatches of conversations:

Two guys:

Two girls:

ANGLE: A SKATEBOARD

Weaving along the road. On it is XANDER, dressed with the shaggy indifference common to skateboarders. He is bright, funny, and will one day be suave and handsome. Till that day arrives he'll do the best he can with bright and funny.

He weaves through a thickening mass of students toward the school.

A few people do scatter as he comes up to the side walk, stopping with assured grace. He kicks the board up with his foot to catch it, only he misses and the board clatters to the ground, along with his books. Looking around to make sure nobody noticed that part, he bends down to pick them up.

He straightens up to see before him WILLOW. She is shy, bookish and very possibly dressed by her mother. The intelligence in her eyes and the sweetness of her smile belie a genuine charm that is lost on the unsubtle highschool mind.

It's certainly lost on Xander, though he brightens considerably to see her.

Her excitement at that sentiment is sweetly pathetic, and typically unnoticed.

As they enter the building, the camera TRACKS away, again following groups of students.

Two guys:

Pass two more students, hucking a frisbee back and forth, and finally fall into line behind the feet of a girl, a girl walking alone toward the entrance. Come up and around her - hey, stylish outfit - to see her face.

BUFFY SUMMERS is sixteen, just turned. Blonde, pretty, a good portion of her deceptively insouciant face hidden behind the bubble she's just blown. It pops as she looks around, getting her bearings in an unfamiliar place.

She enters the building.

CUT TO:

INT. MAIN BUILDING - CONTINUOUS

She looks about again, a few students pushing past her. She goes left, away from the bustle of the kids, toward the administration offices.

She passes HAL the janitor. He mops the floor with an absent, twitchy expression. As she passes:

She turns, slowly.

Beat.

She walks off, calmly, avoiding eye contact.

ANGLE: THE PRINCIPAL'S OFFICE

BOB FLUTIE is stenciled on the frosted glass, right above PRINCIPAL. Buffy pushes the door open to see a secretary typing by another door. Buffy steps in just as MR FLUTIE comes through the other door.

He beckons her into:

INT. MR FLUTIE'S OFFICE

Where he dodges the considerable clutter to go around his desk and dig up her file.

He comes around his desk, opening the door, holding a trashcan under Buffy's chin and talking all at once.

Finally understanding, Buffy spits her gum into the trashcan as Mr Flutie calls out the door:

Crossing back, sniffing the trashcan -

CUT TO:

INT. HALL - CONTINUOUS

Striding through the hall is CORDELIA. Confident, beautiful and relentlessly cruel, she never goes anywhere without a babbling posse of hander-ons. Chief among them is HARMONY, her confidant/whipping girl.

Cordy (as few are permitted to call her) stops by her locker, the Cordettes milling about her. A good-looking boy passes.

She watches him pass.

Xander approaches, pulls some stuff out of his locker nearby. Another girl passes, Cordelia offering:

She strides off, posse in tow. Xander hides the hurt fairly well.

He watches them a moment, somewhat defeated. Turns to go and BUMPS right into Buffy. Her bag falls to the floor, stuff spilling out everywhere.

She kneels down, starts scooping it back in. Xander helps her.

She stuffs it all in her bag and hurries to class. He watches her. It's fair to say he's smitten.

He notices something on the floor, bends down to get it. Calls after her:

But she's too far off to hear. He looks at the wooden stake, puzzled.

CUT TO:

INT. HISTORY CLASS - CONTINUOUS

Students mill about before second bell, settling, chatting. In the middle sits Cordelia, holding court with her friends.

At the front of the class is KATE RAMSEY, 10th grade history teacher. Youngish, sweet tempered, but no pushover. She unloads her books, ignoring the pre-class cacophony.

Willow enters, passes Cordy on her way to a seat.

Willow sheepishly takes her place as the Cordettes all crack up. The second bell rings.

The door opens and Buffy sticks her head in.

Xander bustles in after, sitting near the back. He leans forward to Willow, never taking his eyes off Buffy.

Ms. Ramsey hands Buffy back her schedule.

Assorted titters at that.

Holding the stake, waiting for a reply.

Buffy almost looks uncomfortable; there's ground here she doesn't care to tread.

She pauses, looks down.

Silence. People look at each other uncomfortably. Finally...

A general murmur of acceptance. Ms. Ramsey smiles. She likes this girl pretty well already.

CUT TO:

INT. SAME - AFTER CLASS

The bell is ringing as the students swarm out of their chairs. Cordelia approaches Buffy.

Exeunt Cordettes, after most everyone. Buffy packs up the rest of her stuff as well, as Ms. Ramsey calls her to the front of the class.

ANGLE: CORDY

Watching the two girls from across the quad.

ANGLE: WILLOW AND BUFFY

Willow points at a building a way away.

ANGLE: THE LIBRARY

A beautiful old building with a somewhat musty air.

Buffy looks at it and a shadow runs across her expression. She knits her brows briefly, then lets it go.

Buffy starts toward the building as Willow goes off in the other direction.

As the Library looms at her, Buffy's distracted expression returns. Something about it bothers her.

A figure APPEARS right next to her - she starts slightly to see Xander at her side.

He hands her the stake. She looks at it glumly.

She throws it hard, out of frame. Watches it sail for a moment before turning to Xander.

She passes him, entering the library. As he watches her go, puzzled, we see the stake thirty yards behind him sail right into a garbage can.

CUT TO:

INT. THE LIBRARY - CONTINUOUS

Buffy enters, looking about her.

The library looks old, suffused with a musty elegance the rest of the campus does not share. There are two stories, the second a mezzanine that ends with a brass balcony, a spiral staircase winding down to the ground level. Stacks on both levels. Hundreds of books, the shelves stretching back almost out of sight in the dim light. Opposite the balcony, a stained glass window stretches up a full story, tinting the room's soft glow.

The place is empty. Tables and cubicles sit unmanned between the window and the stacks.

Still vaguely unsettled, Buffy wanders into the stacks, running her hand along the books. Toward the back they become increasingly old – some look quite valuable.

She pulls one out, flips some pages. Engravings flip by us, old and vaguely horrible, not unlike Gustav Dore's visions of Hell.

As Buffy looks it over, the camera CIRCLES her to reveal a man standing right behind her.

He is of middling age, and his rumpled, tweedy suit suggests he belongs here. His accent, when he speaks, is British. His name is GILES.

She spins, her expression of brief fright and hardening to irritation.

He leads her to the check-out desk by the door. His office can be seen behind it.

He pulls a book out and slides it toward Buffy. Huge, leatherbound, with a single word set in gild on the cover.

"VAMPYR".

Real concern floods Buffy's face, along with understanding. She steps back from the desk, eyes on the librarian.

He replaces the book under the counter.

She backs out of the library without another word.

Giles watches her go.

CUT TO:

INT. WOMENS' LOCKER ROOM - AFTERNOON

Two GIRLS approach their lockers, talking. They begin undressing (just shoes and coats and stuff. Get your mind out of the gutter.)

Something FLIES OUTof the locker at her! She SCREAMS as the dead body of the boy from the opening collapses on her, eyes horribly wide.

ANGLE: FROM ABOVE

The body sprawls out on the floor as the girl steps back, screaming for all she's worth.

BLACKOUT.

EXT. CAMPUS - MIDDAY

Lunchtime. Buffy is walking with Xander, as he points out the fine points of campus social life.

They pass a group of boys in the gangsta regalia, talking.

He points to a group of dimwitted surfdudes.

The inbreeds all stop to OOOOH at this pearl of wisdom as Xander and Buffy continue on.

She looks over a group of kids talking animatedly.

They are approaching the group of grungy girls we saw earlier. As before, everyone gets out of their way.

They see Cordy and her friends approaching from a distance. As they do, a student runs urgently by them to a nearby group. All they overhear is:

They run into Willow, who looks a bit upset.

She has arrived, with her posse. Buffy takes a moment to register the information.

She takes off. Willow watches her, a bit puzzled.

Behind Willow, we see a student telling the Theatre Club, all of whom react with enormous gestures.

CUT TO:

INT. WOMENS' LOCKER ROOM - LATER

The body has been covered with a blanket. Mr. Flutie is talking quietly with Ms. Ramsey.

She goes off. He looks back at the body, then steps out.

CUT TO:

INT. HALLWAY OUTSIDE LOCKER ROOM - CONTINUOUS

Mr. Flutie closes the door quietly. He turns to see Buffy before him.

He nods. As he continues to babble on, Buffy knits her brow thinking.

She stands by the door. Reluctant and confused, Mr. Flutie opens it for her.

CUT TO:

INT. WOMENS' LOCKER ROOM - CONTINUOUS

The door closes behind her as Buffy approaches the body laid out under a blanket.

She hesitates, sure she's not going to like what she sees. Pulls the blanket from his head and shoulders.

ANGLE: HIS NECK

Has two big ol' bite marks in it.

What floods onto Buffy's face is not horror, but grim frustration. She stares down at the body another moment, nearly seething.

CUT TO:

INT LIBRARY - MOMENTS LATER

Buffy strides back in, attitude high.

She spies Giles up on the second level and starts up toward him.

She's stopped for a moment.

She starts down the spiral staircase, maybe a little unsatisfied with her exit. Giles leans out over the railing as she hits the floor.

She stops. No comeback just now. He starts down after her, solemnly intoning:

She finishes along with him:

She tries to move past him and he pulls a book off the shelf, hands it to her. It resembles the vampire book he showed her earlier. He continues to pull more off, piling them up in her arms.

She turns one over: TIME LIFE is one the spine.

She suddenly remembers her agenda, unloads the pile back onto Giles.

Beat. She realizes where he's taken her.

She starts to exit.

She leaves. Giles watches her go. After a moment, he retreats into his office, shaking his head.

ANGLE: IN THE STACKS

A shadowy figure moves about back there, emerges into the light. It's Xander, excitement, amusement and disbelief dancing about his face.

BLACKOUT.

INT. BUFFY'S ROOM - AFTERNOON

She is in the agony of outfit choosage, getting ready to go out. She has two, one scanty, the other somewhat plain. She holds them alternatively in front of her, looking in the mirror.

From behind the door, we hear her MOTHER's voice.

She crosses to her dresser.

She rummages through a drawer of toiletries. Instead of a condom, she pulls out an ornate cross. Slips it in her purse.

CUT TO:

EXT. THE BRONZE - NIGHT

A decent crowd mills aimlessly around the joint, highschool students and older. The place has an appealingly dive-y earthiness; no waiting in line for the bouncer to decide whether you're cool or not. Those that are in line wait only to pay the four bucks and get their hands stamped if they're old enough to drink.

Buffy moves her way up the line, scanning about for a familiar face. She doesn't find one. As she is let in we

CUT TO:

INT. THE BRONZE - CONTINUOUS

It's dark, crowded and noisy. A fairly thrashsome band holds forth on stage, blasting the kind of music that would cause major moshing in a rowdier crowd. Bars at either end, and a balcony ringing the place with tables for two.

Buffy makes her way through, still looking about. A good looking guy spies her and waves, smiling.

Buffy smiles vaguely, waving back. A moment before she realizes he's waving to a guy right behind her. She attempts to turn her wave into fixing her hair, looking embarrassed.

More wandering. She bumps into one of the students from her history class. They nod vaguely at each other.

The student nods, and the conversation fizzles completely.

Buffy watches the band for a moment when she is suddenly accosted by the hulking figure of MURPH, a relentlessly party-minded jock.

From another corner, a fellow football player brays:

Having exchanged pleasantries, he turns is attention back to Buffy.

Buffy looks to move on, but she's kind of pinned in the corner, right under the balcony.

As he turns away from Buffy to call out, Buffy grabs the railing above her head. With impossible strength and grace, she swings herself up over the rail onto the balcony, unseen by anyone.

Murph turns back, is completely confused by Buffy's absence.

ANGLE: BUFFY

Leaning over the railing, watching the band. Happy to be alone - until Giles leans out on the railing next to her. He also looks out at the band, not at her.

Giles digs in his pocket, produces a flask and a roughly carved stake.

He hands them to her. She looks at the stake critically - and amused.

ANGLE: THE MURPH

Clutching his beer in maudlin reverie.

ANGLE: BUFFY AND GILES

In mid-conversation

She looks down at the mass of kids on the floor. Furrows her brow.

Giles stops, nonplussed.

ANGLE: THEIR POV

In the corner stands a good-looking young man, talking to a girl we can't really see.

She starts down toward the floor. Giles looks fairly bemused.

ANGLE: THE VAMPIRE

Is leading the girl out the door by the stage. Still we cannot see her clearly.

Buffy hits the crowded floor, seeing them exit. She makes her way as quickly as possible to the other side.

Giles tries to follow, but the crowd is too much for him. He cranes his neck to see as Buffy exits.

ANGLE: MURPH

He also sees her exit, starts plowing his way through to her as well.

CUT TO:

INT. BACKSTAGE - CONTINUOUS

It's dark here, and somewhat labyrinthine. Buffy moves slowly, cautiously. There is no one about.

A shadow glides past, down the hall. Buffy starts after it. A NOISE behind her and she spins - to see nothing.

She's getting a teensy bit wigged. Pulls the stake out of her purse. Keeps going...

She turns the corner and he's ON HER! She grabs him, throws him up against the wall, holding him two feet off the ground -

Well, holding her, actually. Holding Cordelia, who has the same dumbfounded gape that Harmony and the other girl with them have.

Buffy lets her down, lowering the stake.

But she can't come up with anything. Face red with every emotion that makes your face red, she retreats back the way she came, throwing the stake to the ground.

Cordy and the others are still agape. After a moment, Cordy regains her composure.

CUT TO:

INT. CLUB - CONTINUOUS

Buffy SLAMS the doors open as she strikes back in. Giles stops her right by the door.

Murph muscles his way up to her as well, still toting two plastic cups of beer.

CUT TO:

EXT. SCHOOL - CONTINUOUS

As we see this sartorially challenged Vampire forcing a window open. The scene mirrors the opening, except that this boy is no victim.

He motions for the girl with him to climb in first. As she approaches the window, looking about nervously, we see her face for the first time.

It's Willow.

BLACKOUT.

EXT. OUTSIDE THE BRONZE - NIGHT

As Buffy come[s] grimly out the door. Xander is heading in - he spies her and approaches.

Buffy smiles wryly.

She bolts. Takes off toward school with incredible speed, Xander wide-eyed in her wake.

A moment more and he jumps on his skateboard, starts speeding after her.

ANGLE: MAN ON A MOTORCYCLE

He's just old enough to be called a man - maybe twenty. Handsome and intense, he watches them leave from the shadows. Thinks a moment, then kicks his cycle to life.

CUT TO:

EXT. PARK - CONTINUOUS

As Buffy tears along, leaping hedges and benches anything else in her way.

CUT TO:

INT. AUDITORIUM - CONTINUOUS

The access door opens and Willow meekly sticks her head out, the vampire right behind.

He leads her out on stage.

The door slams shut behind them.

CUT TO:

EXT. SCHOOL - CONTINUOUS

As Buffy continues to race toward it, not slowing down at all.

She crosses a street and a moment later Xander zips by on his skateboard. He's making terrific time on the thing and he still can't keep up with her.

She reaches a gate and leaps up, grabbing the top and pulling herself up.

A moment later Xander SLAMS into the gate at top speed.

He shakes it off, pulling himself under the gate as Buffy drops to the ground.

She hands him her purse.

They take off.

CUT TO:

INT. AUDITORIUM - CONTINUOUS

Willow is still wandering about the stage, nervous.

He comes up behind her, starts rubbing her shoulders seductively.

Alarm blooms on Willows face.

She turns to see pure evil grinning at her. She steps back.

CUT TO:

EXT. SCILABS - CONTINUOUS

Buffy races out of one just as Xander catches up to her.

A distant scream rises from the building across the campus.

CUT TO:

INT. AUDITORIUM - CONTINUOUS

The vampire's hand grabs Willow's throat, cutting off her scream.

The vampire bears his fangs.

CUT TO:

EXT. OUTSIDE THE AUDITORIUM - CONTINUOUS

Xander tries a door on the far left, Buffy an identical one on the far right.

She steps back, lifts her leg.

ANGLE: THE DOOR FROM INSIDE

It CRASHES open, the lock splintering off.

ANGLE: OUTSIDE

Buffy enters. Xander watches from his end, then steps back, lifts his leg.

ANGLE: THE OTHER DOOR FROM INSIDE

There is a hollow thud, followed by a particularly piteous

CUT TO:

INT. AUDITORIUM - CONTINUOUS

The vampire bites down on the feebly struggling Willow. Blood runs down her shoulder as the vampire closes his eyes in ecstasy.

The doors at the back of the auditorium FLY open. Buffy steps forward.

The vampire stops feeding to look up. He smiles.

Willow takes the moment to wrench herself from his grasp. At that moment, Buffy starts running down the center aisle, picking up speed, leaping onto the stage and jumping, flipping, soaring with precision right at him - he struggles with Willow a moment too long, looks up just as Buffy's feet SLAM into his chest.

Both he and Buffy hit the ground on their backs, but she is up in a second, standing over him as he gasps and clutches his chest.

At one end of the stage, the GIRL VAMPIRE from the opening steps out of the shadows. At the other end a disconcertingly BEEFY VAMPIRE mirrors her, and SKINNY VAMPIRE slides down a rope behind Buffy.

CUT TO:

INT. THEATER FOYER - CONTINUOUS

Xander limps in through the door Buffy kicked. He reaches the double doors of the auditorium just as they swing shut again. He pulls at them fiercely, but they've relocked.

He runs to the side to find an other entrance. Turns the corner and runs smack into:

- Hal the janitor, complete with mop.

And he takes off.

CUT TO:

INT. STAGE - CONTINUOUS

The four nasties start circling Buffy. Willow, for the moment forgotten, is still lying dazed in one corner.

They rush her, all four.

Buffy spins, her leg up in a crushing roundhouse kick that connects with two jaws. The girl and Skinny go down as Beefy grabs Buffy from behind. He bares 'em and leans in at her neck, but a backwards headbutt dazes him just as the head vampires comes in at her.

She brings her legs up in a double kick, slamming into the head vampire's jaw and continuing up, flipping herself all the way over so she is behind Beefy, comes to the ground and lands him a stupefying punch in the kidneys.

Xander comes in from the wings, stops when he sees the situation.

Hal also runs up, bumping into Xander from behind.

She is fighting even as she is speaking, barely fending off the group.

Xander looks over at Willow, lying all the way across the stage. He takes a step toward her and Beefy hisses at him menacingly. Showing prodigious fangs. Xander's eyes widen with realization.

Vampire rips a large plank off the giant fence from the set, swings at Buffy with it. Hits her solidly, and she flies back.

Xander grabs Hal's mop, tosses it to Buffy.

Buffy catches the mop and she and Vampire go at it. She's hell with a mop, Buffy is.

Xander races over to Willow, hoists her up.

ANGLE: BUFFY

Is holding the four of them off with her mop. She looks at it a moment.

The head vampire sees Xander and Willow limping off, shouts to the girl:

As she goes after the kids, Beefy charges Buffy. She spins, using his momentum to send him flying.

She spars with the head vampire for a bit, finally breaking his board in two. She brings the mop up -

- Beefy leaps at her from behind, seething -

- Buffy slams the mop down on the vampire's head - it breaks into two - Buffy keeps swinging and brings the broken half under her arm like a swagger stick, the jagged end sticking out the back -

- And Beefy slams right onto it. Falls.

As he hits the ground, his body has already crumbled to dust.

ANGLE: XANDER AND WILLOW

As they are just backstage, the girl drops down in front of them from the scenery.

Smiling, she grabs them both by the necks. Xander lets the purse fall from his hand. The girls looks at Willow's neck a moment, at the twin trickles of blood.

She hurls Willow aside, bringing the futilely struggling Xander closer.

He indicates it to Willow. She digs out some useless items, landing on a cross. Looks at Xander who nods.

Standing up unsteadily, she holds it before the girl.

Her boast ends in genuine pain as Willow presses the cross against her face. She lets go of Xander, clawing at the smoking mark the cross leave there.

ANGLE: BUFFY

Still held down by her two. Skinny has given up trying to get at her throat. He grabs her leg and goes for her nice juicy Achilles tendon.

He gets a face full of foot - though not quite in the way he'd intended - and flies back. Buffy extricates herself from the head vampire's grasp as well, stands facing him, battle stance. Blood trickling from her nose.

ANGLE: SKINNY

Feels in his mouth.

After a moment he turns tail and absolutely bolts out of the building. Buffy turns to the head vampire.

A beat.

They charge each other, the vampire howling with hate.

CUT TO:

EXT. THEATER - CONTINUOUS

Skinny comes crashing through a window, hits the ground at a dead run. He is twenty feet from the building when a figure steps in front of him.

It's the man we saw on the motorcycle. Skinny looks up at him, horrified recognition flooding onto his face.

The man puts a stake through Skinny's heart. Skinny's eyes widen as it drives home, then he gently falls to earth. To dust.

CUT TO:

INT. BACKSTAGE - CONTINUOUS

The girl is thrashing about, knocking things over - she's really pissed. Xander pulls the flask of holy water out of the purse, looks at it.

Willow is still warding the girl off with the cross. The girls back into Xander, who grabs her, holds her as he upends the flask into her mouth.

She screams, smoke pouring out of her mouth and nose. Xander and Willow shrink back in horror as she stands, shaking violently, then falls and crumbles.

CUT TO:

ANGLE: ON STAGE

As Buffy is smashed into a bit of scenery. The vampire seems to be getting the better of her, as the two of them trade crushing blows.

A vicious punch sends her flying, half buries her under garbage bags. The vampire looms over her.

She plants a wailing kick between his legs. He sags, eyes popwide.

She bellows it with as much conviction as she can muster. She stands in classic cop stance, arms forward, butt sticking out, with the cross held before her with two hands like a pistol. It shakes only slightly.

Xander also comes into view, holding the flask at the ready.

The vampire looks at the three of them. They're a shaky bunch, but they do have the edge on him. He looks about for an avenue of escape. He grabs the rope the Skinny one came down on and climbs with incredible speed straight up.

Buffy looks around, grabs another rope.

ANGLE: THE ROPE

One end is tied to the wall, the other goes up to a pulley, holding a large piece of scenery up.

She grabs a broken board and slices the rope from the wall - instantly the scenery plummets to the ground and Buffy is hauled straight up.

ANGLE: THE CATWALK

High above the stage, the vampire climbs onto the catwalk. It's narrow, with a wooden rail on either side. He's making his way across it when Buffy comes up into view, letting go of the rope and landing right in front of him.

He comes at her, she parries his blow but he's ready for her, knocks her arms aside and grabs her throat with brutal force. She thrashes, grabbing his arms - he smashes her into the railing, splintering it and holding her out over the stage.

Below her, the jagged beams of the wooden fence. Thirty feet down.

She hooks her feet over a pole just under the cat walk. He lets go - but she still has hold of his arms and she pulls him, he goes over and down, Buffy holding on by her feet, dangling upside down as he plummets straight for the fence.

ANGLE: WILLOW AND XANDER

We don't see him land, but they do. Their faces speak volumes.

After a moment, Buffy slides wearily down on the rope. She looks at the other two, then sits on stage. The other sit also, way beat.

And as they sit, we

CUT TO:

INT. THE MASTER'S LAIR - NIGHT

Not that we would know day from night in this shadowy crypt. It is hard enough to get a sense of the dimensions of the place. Candelabras throw huge, rippling shadows on the wall. Silent, robed figures scurry about.

At one end of the room sits the Master, his face largely in shadow. From what little we can see, the face is not very nice. Or human.

ANGLE: BEFORE THE MASTER

Stands HAL, the janitor. He regards the Master with fear and awe, working his hands nervously as he reports.

He pauses, contemplatively.

Calm again in a second, he smiles conspiratorially at the Master.

CUT TO:

EXT. CAMPUS - THE NEXT DAY

Buffy sits alone, reading. Cordelia approaches her.

She cracks up, as do the group of her friends gathered around.

Buffy looks around at the group laughing at her. She quietly gets up and walks away. Xander approaches Cordy as she and the others laugh Buffy off.

This stops Cordy in her tracks. Xander strolls off without another word, though he is silently very psyched about his comeback.

Harmony calls out after him:

Silently, all her friends turn to her, appalled. Harmony looks back at them in fear.

ANGLE: BUFFY

Buffy approaches Giles and Willow (who saw the exchange with Cordy) as Xander comes up behind, completing their little circle.

Giles looks at Buffy.

She starts for the library, Giles at her side, the others behind. We TRACK before them as they stride along, speaking rapidfire:

BLACKOUT.