Willow, a young sailor of about 20, is standing at the rail of a ship, The obscure shape of rigging and sails is seen behind her. The cries of sailors echo in the distance. Behind her stand a gentleman and a banker. They are looking past Willow, looking at something. They move away as Willow peers through the fog, straining to see...

London.

Gradually, as the ship approaches, the towering spires and mountainous rooftops of the city begin to stand out in relief, to emerge through the fog like a tiger creeping toward its continues as Willow takes in the dreadful and magnificent spectacle of the 19th Century metropolis. The gnarl of rooftops. The labyrinth of streets and alleys. The black trails of smoke reaching up like skeletal fingers from
a thousand chimneys.

London. Sulfurous London.

Willow is awestruck.

Willow

"I have sailed the world, beheld its wonders

From the Dardanelles

To the mountains of Peru,

But there's no place like London-!"

Then-

Buffy

"No, there's no place like London."

"Miss Buffy...?"

Buffy

"You are young. Life has been kind to you. You will learn."

Buffy glares forward, her haunted gaze never leaving the approaching city. Music continues as Buffy stands very still and takes in the shadowy figures on the docks. Willow seems almost lost at her side, overwhelmed by the scale and aura of the city. Willow speaks out of amazement, "Lord ... takes your breath away, doesn't it?" Buffy shudders violently, almost snarling.

Buffy

"There's a hole in the world

Like a great black pit

And the vermin of the world

Inhabit it

And its morals aren't worth

What a pig could spit

And it goes by the name Of London.

At the top of the hole

Sit the privileged few

Making mock of the vermin

In the lower zoo,

Turning beauty into filth and greed.

I too

Have sailed the world, and seen its wonders

For the cruelty of men

Is as wondrous as Peru,

But there's no place like London!"

Willow looks at her friend, mystified by her grim reaction to the city. Buffy suddenly breaks the silence "I beg your indulgence, Willow ... My mind is far from easy. In these once familiar streets I feel shadows everywhere..." "Shadows...?" "Ghosts." Dawn looking at her, questioning. Buffy continues quietly:

Buffy

"There was a barber and her mate,

And he was beautiful,

A foolish barber and her mate,

He was her reason and her life,

And he was beautiful,

And he was virtuous.

And she was...

Naive."

Willow watches, rapt, as Buffy remembers...

...Fifteen years before.

Buffy walks with her handsome husband Angel through a crowded flower market, a colorful explosion of blossoms. Angel carries their one-year-old baby, Tara. Buffy is almost unrecognizable to us, content and smiling. Chatting with her husband. Happy.

Buffy (V.O.)

"There was another one who saw

That he was beautiful,

A pious vulture of the law,

Who with a gesture of her claw

Removed the barber from her plate.

Then there was nothing but to wait

And he would fall,

So soft,

So young,

So lost,

And oh, so beautiful!"

During the above, Judge Lehane, an elderly woman with a saturnine demeanor, eyes Angel through the luxurious bunches of flowers. She stalks him, desiring him. With the Judge is her nefarious creature, Beadle Warren. The Beadle is a large man, his florid nature and pink, powdered face never quite disguising his legality. The Judge whispers to the Beadle, indicating Buffy. Then the Beadle and several policemen sweep in and drag Buffy off. The Judge moves in on Angel like a predator. And we return to...

"And the gentleman, ma'am ... did he succumb?" Willow says.

Buffy

"Oh, that was many years ago...I doubt if anyone would know."

The ship docks, and passengers leave; scattering to the ends of London like rats. "I owe you my life, Willow. If you hadn't spotted me, I would be lost on the ocean still ... Thank you." Buffy picks up her duffel bag, preparing to go. "Will I see you again?" "You might find me, if you like, around Fleet Street." "Until then, my friend." She offers her hand. Buffy takes it and shakes. Then Buffy quickly turns and goes. Willow stands for a moment, saddened by the mysterious pall that hangs over her friend. Buffy strides along, deep in thought. The emotions roiling within her finally seethe out in a dark mutter:

Buffy

"There's a hole in the world

Like a great black pit

And it's filled with people

Who are filled with shit

And the vermin of the world

Inhabit it..."

She disappears down the street as the music THUNDERS-