1INT. SUMMER'S HOME - LIVING ROOM - NIGHT

All THE POTENTIALS are in the living room, watching TV, eating, etc. DAWN, WILLOW, and XANDER are there too. Suddenly, BUFFY comes in from the foyer.

BUFFY

Up! Up! Let's go!

All the potentials look at her, confused.

KENNEDY

What?

BUFFY

Training. That thing where you learn to

not die? I told you about this.

Long pause. Buffy turns to Willow.

BUFFY

I told them, right?

Willow, having no idea, shrugs. Rona pipes up:

RONA

Well, yeah you told us but--

BUFFY

But what? I know you guys have been

working hard but you can't slack off when

the sun goes down. Literally. Sun down

equals bad, equals work, equals--

DAWN

Long pointless speech?

Buffy looks over at Dawn, gives her a look: smartass.

BUFFY

We're meeting Spike at the cemetery.

VI

We were looking to eat first--

BUFFY

There's no time. No time to eat, no time

to breathe. When we leave this house,

we're going to war.

SMASH CUT TO:

EXT. CEMETERY - NIGHT

Buffy and the Potentials are sitting on the ground, sitting under a tree or leaning on a tomb. By their exasperated expressions and nonchalant nature, you can tell they've been here a while.

RONA

Gee, it's really great that we skipped

eating so we could come out here

and…

Her head rolls up to Buffy, who's leaning on a tombstone.

RONA

…sit.

BUFFY

(embarrassed)

Sorry.

Her cell phone rings. She whips it out and answers.

BUFFY

Spike?

INTERCUT WITH:

INT. SUMMER'S HOME - KITCHEN - NIGHT

WILLOW

Willow.

BUFFY

Oh, hey, Will.

WILLOW

Spike's a no-show, huh?

BUFFY

Color me surprised.

WILLOW

You might get lucky. Hell'll freeze over and

he'll show up.

Buffy sees something O.S.

BUFFY

Break out the parkas.

She hangs up as SPIKE waltzes up (not literally... I just went to a weird visual place), beer in hand.

SPIKE

Hello, all.

BUFFY

Nice of you to show.

SPIKE

Not like I needed to hurry.

(looks around)

Think you picked a crap night to

come out here, luv.

Suddenly, three hands shoot up from three newly dug graves. Buffy and Spike turn towards the graves, backs to the Potentials

BUFFY

(looking at the graves)

Take it back.

SPIKE

Taken.

BUFFY

(calls to Potentials)

Okay, guys, what do you see?

Amanda raises her hand and Buffy, without looking, calls:

BUFFY

Amanda?

AMANDA

Th-that's a vampire.

KENNEDY

(gripping her stake tight)

Points for the newbie.

ANGLE: The vamps are out of their graves at this point. They rush Buffy.

She falls onto her back, using Vamp1's momentum to flip him with her feet as she rolls into a backwards somersault. She comes back up and deftly kicks Vamp2 in the face, knocking him into Vamp3.

BUFFY

(not taking her eyes off the vamps, to Potentials)

Good luck.

She grabs Spike's wrist and pulls him away from the fray.

ANGLE: Buffy and Spike in the foreground walking away as, blurred in the background, the Potentials confidently attack the three vamps.

ANGLE: Molly as she takes a firm hold of her notebook and slams Vamp1 in the face with it.

Buffy and Spike share a look. The girls are getting better.

We look just in time to see Kennedy stake the hell out of the last vamp. She grins victoriously. Suddenly, she is blindsided by A BRINGER.

The Bringer, now on top of her, is about to friggin' STAB HER. But before he can, Buffy's hand clamps down on his wrist.

BUFFY

That isn't supposed to happen.

She knees the Bringer in the face. He goes flying. Four more Bringers come from the brush.

BUFFY

(urgently, to the Potentials)

Get back!

She and Spike rock it out with the fisticuffs as the Potentials try to stay out of the way. After the five of the Bringers are disposed of, Buffy spins around, looking everywhere.

BUFFY

There should be more.

(to Spike)

Why aren't there more?

Spike, staring O.S., says:

SPIKE

Three guesses…

Buffy looks where he's looking and sees, get this, SPIKE walking towards them. Buffy glances at Spike, next to her, nervously.

KENNEDY

I'm seeing double.

MOLLY

That's not a good sign.

AMANDA

Should we run?

SPIKE/THE FIRST

That won't be necessary.

BUFFY

Yeah. What're you gonna do? Chase

after them and make fun of their running

skills?

SPIKE/THE FIRST

More like make my men cut them open and

play with their squishy parts.

Buffy becomes quiet, understanding the seriousness of the situation.

SPIKE/THE FIRST

Actually, I'm not here for them. There'll

be plenty of time to eviscerate them later.

What I'm here for is to give…

(looks to Spike)

…you a little present.

The First then MORPHS into a girl. She's about 16, even though she looks older, has long jet black hair, large and sad green eyes, milky white skin and is absolutely beautiful. Her name is ADA. She looks at Spike with an expectant look.

SPIKE

(unaffected)

What? You show up looking like

that and I'm supposed to go weak?

Please. You're like a crappy version

of a hologram!

Ada/The First smiles at him and in a deeply British accent says:

ADA/THE FIRST

I assumed as much. That's why I didn't

come empty handed.

Suddenly, the REAL ADA walks through Ada/The First's incorporeal form. Ada/The First smiles.

ADA/THE FIRST

Bye!

And she's gone, but the actual Ada remains. Spike stands shocked, clearly affected by Ada's presence.

OFF SPIKE'S UPSET FACE

BLACK OUT.

END OF TEASER.

ACT ONE

EXT. CEMETERY - NIGHT - MOMENTS LATER

Spike looks at Ada. There's a moment's pause before Ada runs to Spike and grabs him by the neck, landing a hard kiss. She pulls away, still holding his neck, and whispers in his ear. She just finishes whispering when Buffy pulls her away angrily by the arm. Ada pushes Buffy away.

ANGLE: Buffy as she hits a tree. She closes her eyes upon impact and opens them again. She looks around.

BUFFY'S POV the cemetery. Ada's gone.

There's a long silence. Buffy turns to Spike and asks what he was afraid she'd ask:

BUFFY

Who was that?

INT. SUMMER'S HOME - LIVING ROOM - NIGHT

Xander, Buffy, ANYA, Giles, ANDREW, Rona, Molly, Vi, Amanda and Kennedy sit around Spike.

Maybe we could circle around them and have some sorrowful yet beautiful music with it. No sound, just the music.

INT. SUMMER'S HOME - FOYER - SAME TIME

Dawn and Willow are coming in from the dining room. Dawn pauses.

DAWN

(whispers)

What's going on?

WILLOW

Looks like story time.

DAWN

I don't remember story time looking

that depressing when I was in kindergarten.

WILLOW

Okay, looks like a dire version of story time…

They move into--

INT. SUMMER'S HOME - LIVING ROOM - NIGHT

--and sit down. Buffy looks at Spike.

BUFFY

Well?

Spike's a bit shell-shocked. He's not sure how to answer. After a pause:

SPIKE

I killed her.

Andrew lets out a loud, unneeded gasp. Everyone does their best to ignore him.

RONA

You seemed to do a crappy job--

BUFFY

(sternly)

Quiet.

(gently, to Spike)

Go ahead.

SPIKE

We were visiting London in the 1890's,

Dru and me. But then, I was alone.

She left. We had a bit of rough and

tumble so she up and left.

GIRL (V.O.)

NOO! DON'T LEAVE ME!

EXT. LONDON - DAY - 1892

It's very crowded, the day's business in full swing. There's a GIRL of about seven sitting at a fountain calling:

GIRL

Nooo!

Next to her, a woman sneaks up to her and scoops her up and spins her around. The woman is Ada. She is in peasant clothes but very happy and very much alive.

ADA

Ah-ha! Got you!

She twirls some more. Then sits on the fountain and sets the girl down. The girl dizzily wobbles.

GIRL

(oh so very dizzy)

Ooohh…

Ada holds her steady and kisses her on the nose.

ADA

Ready to go?Your mom's probably

worried.

The girl nods. Ada takes the girl's hand and they walk away passing SPIKE, smoking in the shade (hand rolled cigarette, of course). He sees Ada and watches her leave.

INT. SUMMER'S HOME - LIVING ROOM - NIGHT

Spike shakes his head.

SPIKE

I didn't even know her name.

DAWN

So… you vamped her and now she's back?

Spike looks up, just now realizing that Dawn is there. He becomes very self-conscious.

DAWN

(confused)

What?

There's a pause.

WILLOW

How old was she?

KENNEDY

She looked about eighteen or nineteen.

SPIKE

No, she's younger than that...

He looks at Dawn again, but looks down at his feet.

BUFFY

(to Spike)

Is there anything special about her?

SPIKE

(shaking his head)

I didn't… I never… she should be dead.

I bit her but I didn't…

He looks up at Buffy, pleading with his eyes for her to understand.

BUFFY

So she's not really a vampire. Just a

parlor trick.

XANDER

Huh. First's off his game… her game.

It. The game of it is off.

DAWN

Maybe it just thought that we're stupid.

GILES

It might be beneficial to learn more of

the situation before jumping to conclusions.

XANDER

I'm game. Break out the books.

(then)

Do we have books?

ANYA

Seems kind of pointless, don't you think?

There are thousands of spells you could

use to manifest a ghost.

(then)

There was this one particularly humourous

story that involved a ghost and a young Danish

farmer. His wife wished--

BUFFY

(cutting Anya off)

But this was a pretty unique deal. She was

in modern clothes, she was solid--

RONA

And angry as hell.

WILLOW

Ooh! Poltergeist? That's happened before.

We can deal with that.

BUFFY

I don't know. She seemed pretty different from

Teen Angst Possessy Polter-guy. More solid.

GILES

Nevertheless, we'll leave no stone unturned.

General assent as everyone rises and moves out, leaving Buffy and Spike alone. Spike's still a bit shell shocked. He's been staring at the coffee table, avoiding everyone's eyes. Buffy regards him and gently says:

BUFFY

You okay?

Spike nods and rises to leave. He gets to the door before he hears:

BUFFY

Spike.

He stops and looks back at her.

BUFFY

Is there anything else I'm going to

need to know?

There's a pause. Spike considers the question but says nothing and leaves.

INT. KITCHEN - NIGHT

Willow's getting a drink when Buffy walks in and sits sullenly on a stool at the island.

BUFFY

I'm worried. There's worry.

WILLOW

(lightly)

Worry is a natural thing.

BUFFY

It just feels like there's something Spike's

not telling me.

Willow shrugs, not seeing any weight in it.

WILLOW

But then again, when has he ever been

a big sharer?

BUFFY

True.

WILLOW

Besides, he's probably still in shock.

Seeing a person you killed must be

pretty "yee", you know?

BUFFY

It was weird though.

WILLOW

Well, generally when someone shows

up undead, it's weird.

BUFFY

No, I mean... she kissed him.

Willow stops, looks seriously at Buffy.

WILLOW

Oh. That is weird.

(pause)

You... you don't think things got...

BUFFY

(worried again)

Worry's back.

WILLOW

But I mean, well, he didn't say--

BUFFY

Trying to get information from him is

like talking to a wall. The brick kind

with the scratchy gravel.

WILLOW

Spike is indeed an exterior scratchy wall.

BUFFY

(sigh)

I just wish I knew what he's thinking.

EXT. CEMETERY - NIGHT

BUFFY (V.O.)

Or at least where he is.

Spike walks through the cemetery, wrought with thought. He has his hands in the pockets of his duster. He looks around, half taking in his environment and half looking for someone.

FLASH: Ada's smiling face.

FLASH: CLOSE ON Ada's face as Spike's hand clasps over her now screaming mouth

ADA (muffled)

Help!

END FLASHBACK

Spike feels guilty, confused and pissed as hell. He takes a hard swing at the closest tomb he can get his knuckles on. A chunk of stone goes flying.

ADA/THE FIRST

Tsk... tsk...

WRAP AROUND to reveal Ada/The First sitting on a tomb behind Spike. Spike, without thinking, turns and launches himself at her, needless to say, he goes right through her and slams into the ground on the other side of the tomb.

ADA/THE FIRST

(laughing)

That was-- well, that was just

cute.

SPIKE

(getting up angrily)

Why are you here?

ADA/THE FIRST

To see how you're taking it. Splendidly,

I see. Like a champ, champ!

Spike gets himself situated and turns to leave.

ADA/THE FIRST

(calling after him)

You're not going to tell them, eh?

CLOSE ON Spike as he nearly runs into Ada/The First as he's walking.

ADA/THE FIRST

You're not going to say a word, are you?

You're just going to be all stalwart and

silent, not saying a word about what you

did to me.

(no answer from Spike)

It's not really a problem...

(seductive)

I can be our dirty little secret--

SPIKE

(harsh)

You're not her.

Ada/The First looks at her hands, feels herself. She really gets into Spike's face.

ADA/THE FIRST

(intense)

How can you be sure?

Spike, with all the cheek he can muster, saunters RIGHT THROUGH Ada/The First.

SPIKE

I'm sure.

CLOSE ON The First, not too pleased with his reaction. She turns around and starts walking.

ANGLE: in front of The First as she, without breaking stride, MORPHS into Spike. Spike/The First saunters into:

INT. CRYPT - NIGHT

Where Ada is sitting perched on the tomb in the center of the room.

ADA

It smells...

SPIKE/THE FIRST

Like me.

Ada looks up at him, unable to speak.

SPIKE/THE FIRST

He used to live here.

ADA

(slightly appalled)

Why would you bring me here?

SPIKE/THE FIRST

So you could get more in touch with him.

(motioning to the hole in the ground)

Did you look down there?

Ada shakes her head.

SPIKE/THE FIRST

Well, go ahead, luv.

Ada gets up and walks to the hole --

INT. CRYPT - LOWER LEVEL - NIGHT

--her head lowers and she looks around. It's still all blowed up.

INT. CRYPT - UPPER LEVEL - NIGHT

Ada rises and looks to The First, not understanding the point.

SPIKE/THE FIRST

You know who did that?

He then MORPHS into Buffy.

ADA

(getting it)

That girl.

BUFFY/THE FIRST

Yes. Her name is Buffy.

ADA

(stops)

Seriously?

BUFFY/THE FIRST

Focus.

ADA

Sorry.

Buffy/The First starts circling Ada.

BUFFY/THE FIRST

Notice anything?

ADA

(thinking)

She was strong.

BUFFY/THE FIRST

She was--

ADA

(nearly gasping)

--the Slayer.

Buffy/The First smiles.

BUFFY/THE FIRST

Ready for the funny part?

ADA

Her scent's everywhere. Especially...

(going back by the hole)

... by that briquet of a bed.

(then)

Ew. Really, really ew.

BUFFY/ THE FIRST

Then one must think, how does one

get to a guy with no friends and family?

Buffy/The FIRST MORPHS into Ada.

ADA/THE FIRST

By going through the girl he loves.

This seems to really hit home with Ada.

ADA

And the people she loves...

ADA/THE FIRST

One by one.

OFF ADA'S NERVOUSLY EXCITED FACE

CUT TO:

EXT. SUNNYDALE MAIN STREET - NIGHT

Xander's on a pay phone, talking to Willow with confusion etched on his features.

XANDER

So she wants it half cal instead of

half caf? Wait, what about foam?

And soy milk? Carmel syrup. Okay,

but do they even sell that flavor? No,

not the caramel but the other thing.

What do you mean what other thing?

The coffee flavor thing that I can't

pronounce!

INTERCUT WITH:

INT. SUMMER'S HOME - KITCHEN - NIGHT - SAME TIME

Willow's on the other end with an anxious Dawn in the background, watching the conversation intently.

WILLOW

Oh. Yeah, they should sell that.

Molly burst in the back door, carrying lots of books. Giles follows sullenly.

MOLLY

We've gotten every compendium, omnibus,

text, and tome we could get our hands on!

(hoorah!)

We'll get this damn beast!

GILES

(a bit less eager)

Indeed.

(then)

Molly take the books to the dining room, please.

Molly nearly skips into the dining room.

GILES

(to Willow)

If she keeps this up--

WILLOW

Knock you out with one of the

heavier books. Check.

GILES

Thank you.

He moves to the dining room as well.

XANDER (through phone)

WILLOW!

WILLOW

Oh! Sorry, Xander.

XANDER

Okay, so let's run through the order again.

WILLOW

(looks toward Dawn)

Oh... she says never mind. She wants

Chai Tea.

(dial tone)

Xander? Xander?

EXT. ESPRESSO PUMP - NIGHT - MOMENTS LATER

Xander walks towards the Espresso Pump rubbing his temples.

VOICE (O.S.)

(ruefully)

Teenagers...

Xander turns to see Ada. She looks friendly, pleasant even.

XANDER

Excuse me?

ADA

Half cal, half caf, easy on the foam, caramel

syrup, soy milk and a coffee name you can't

even pronounce? That's a teenage drink.

Xander smiles.

XANDER

And you would know.

Ada steps closer to him, not enough to be closey close but friendly conversation close.

ADA

I would.

Xander squints at her, makes a decision.

XANDER

How old are you?

ADA

(smiles)

Nineteen.

XANDER

Oh, me too!

(pause)

Three years ago.

ADA

(laughs)

Well, why don't you buy me a cup

of coffee, grandpa?

Xander smiles again.

CUT TO:

EXT. PARK - NIGHT

Xander stands in front of Ada, who is sitting on the bench sipping coffee. There are 2 sets of coffee near by (so that'd be 8 total coffees not counting Ada's, well 7 coffee's since one's Chai tea... shutting up now).

ADA

So I guess Sunnydale's not too exciting, huh?

XANDER

Not particularly. Unless you count the

death rate.

He moves towards a part of the park towards the merry-go-round and says:

XANDER

(points)

You know, some kids were actually found

dead over there.

(starts chuckling)

Funny story actually...

He trails off as he notices the slightly horrified look on Ada's face.

XANDER

(sheepishly)

There's no funny story that could follow

dead kids, huh?

Ada stares.

XANDER

(even more sheepish)

Never mind.

Long awkward moment. Looong awkward moment.

XANDER

(way too enthusiastic)

Hey, look! A streetlight!

He moves off towards the road. Ada grabs the coffees and catches up with him. He takes one set of coffee from her and they start to walk.

ADA

So, who's the girl?

XANDER

Girl? What girl? There's a girl?

ADA

The teen that dislikes foam. Daughter?

XANDER

Oh, no. GOD no. Twenty-two, remember?

She's actually a friend of mine's little sister.

ADA

And you buy coffee for her? Must be a best

friend.

XANDER

(smiles)

We're all very close. See, my friend, the

sister having one, is kind of like the leader

of us. We practically live at her...

CLOSE ON Ada as her eyes become fierce with the promise of new information.

CUT TO:

EXT. SUMMER'S HOUSE - NIGHT

Xander and Ada make it up to the porch and pause. Ada points to the door.

ADA

And this is...

(searches for the name)

Buffy's house?

XANDER

You get a gold star.

Ada smiles, pleased with herself. Xander opens the door, but Ada hangs back.

ADA

(nervously)

Is Buffy home?

XANDER

She shouldn't be. She's on patro-gyeh-an outing.

An outing with friends. Yep.

Xander moves into the house but Ada still hangs. Xander grabs her hand.

XANDER

It's okay that she's not home. She won't

mind. Judging by how many people live

here, she won't even notice you if she

did show up.

(pulls her hand gently)

Come on. Just come in for a minute.

Ada smiles. She got her invite.

ADA

Okay.

BLACK OUT.

END OF ACT ONE.

ACT TWO

EXT. LONDON - NIGHT - 1892

Ada walks along with her family (mom, dad, and little sister age 14). She's taken in by the city.

MOTHER

(to Ada, happily)

Far cry from our farm.

ADA

(nods)

It's different at night...

She lags behind her family, enraptured with the vibe of the city. She stops with her back to an alley.

SPIKE (O.S.)

Shouldn't be alone this late.

Ada gasps and turns around, frightened. There's no one in the alley. She turns around to catch up with her family but a hand clasps over her mouth.

ADA

(muffled)

Help!

EXT. ALLEY - NIGHT - 1892

Ada falls heavily into the alley. She looks back to see Spike. Her eyes go wide with fear and she tries to crawl away. Spike nonchalantly steps on her neck, slowly pushing her down to the ground. She can only lie there helpless, with her face crushed into the ground. Ada's breathing heavily now, about to hyperventilate.

SPIKE

No, sir. Shouldn't be alone this late.

Shouldn't be alone ever.

He kicks Ada in the stomach, flipping her over. She gasps with pain. Spike looks at her half crazed with anger.

SPIKE

Fly away, little bird. Fly.

Ada, with great effort, rises and starts to run down the alley.

SPIKE

(calling after her)

You know what's the best

way to keep a bird from flying?

ANGLE: Ada as she runs. But then, Spike comes out of nowhere, grabbing her neck from behind. He slams her into the alley wall. She falls to the ground but he picks her up, pushing her back against the wall.

He leans in close, very close. He whispers fiercely into her ear:

SPIKE

Clip. Its. Wings.

Ada wants to scream for help but she doesn't get the chance. Spike rears back and punches her, causing her to fall, unconscious.

FADE OUT

INT. ABANDONED BUILDING - HALL - NIGHT - 1892

We PAN through the building, and let me tell you, it ain't pretty. There's discarded trash, holes in the walls, and rats. While we pan we hear a DRAGGING NOISE.

Finally, the camera meets a pair of feminine feet that are attached to a pair of feminine legs that are being DRUG down the hall.

WIDEN TO SEE that the legs belong to an unconscious Ada as she is being drug by Spike, his hand clasped around her wrist.

SOUND DROPS OUT

SLOW MOTION as Spike drags Ada up the hall.

He reaches a room he grabs the door knob and turns. We HEAR the knob click and the door starts to open...

SMASH CUT

INT./EXT. SUMMERS HOME - NIGHT - PRESENT DAY

Xander opens the front door PERFECTLY MATCHING the angle from the previous scene. He goes to enter, still holding Ada's hand but when she gets to the threshold, she stops. The barrier is still up! She panics but covers it up quickly. She pulls away from Xander and stays on the porch.

XANDER

What?

ADA

(shyly)

It's just... you don't live here. It's not

your house. I just don't feel right about

going into someone's house without...

permission.

Xander, god help him, thinks that's cute. He chuckles and intercepts Dawn as she is walking towards the kitchen.

DAWN

(seeing the coffees in Ada's hands)

Is that my Chai Tea?

XANDER

(ignoring)

Dawn, this is a new friend of mine. She

feels uncomfortable coming in since Buffy's

not home.

DAWN

(to Ada)

Why? We don't bite. Come on in.

Ada's face lights up but she covers it with her patented shyness.

ADA

Well, if you're sure...

She walks into--

INT. SUMMERS HOME - FOYER - NIGHT

And she is met by a caffeine deprived Willow. Willow takes the coffee and smiles at Ada.

WILLOW

Thanks!

(calls upstairs)

Molly, coffee's here!

XANDER

Molly's here?

WILLOW

Opted for research instead of training.

XANDER

Poor misguided child.

(then)

Where's Giles?

WILLOW

Taking a Molly break. He should be back in

an hour or so. Apparently pep isn't very

contagious.

XANDER

(completely confused)

There why was there a squad for it?

DAWN

(simply)

To make high school miserable.

Willow turns to go, but before she's out of reach, Ada grabs one of the drinks and hands it to Dawn.

DAWN

(smiles)

Thanks.

(takes a sip)

Mmph. Cold.

She moves to the kitchen, Xander and Ada follow.

INT. SUMMERS HOME - DINING ROOM - NIGHT

Willow sits down at the table (which is the uber covered with books) by Andrew and Anya.

Dawn keeps moving and so do we--

INT. SUMMERS HOME - KITCHEN - NIGHT

She walks in and pops her tea into the microwave. Xander sits at the island, Dawn joining him. Ada stays standing, near the microwave.

DAWN

How'd you guys meet?

XANDER

Espresso Pump. She overheard

your insanely complex order.

DAWN

It's NOT complex. You just don't know

enough about coffee. There are a lot

of different kinds out there now.

XANDER

Well, you ever think that's what's

wrong with the word?

ANGLE: Ada as she looks around the room, not moving. From where she is standing, she can see Willow pacing slightly in the dining room. She looks to Xander and Dawn as the continue their coffee debate.

XANDER

You are definitely Buffy's sister.

Ada looks sharply at them, hearing this.

DAWN

How you figure?

XANDER

Extensive coffee knowledge plus

stubbornness equals Summers.

SFX: The Microwave starts to beep.

Dawn rises towards Ada to get her tea.

DAWN

(to Xander)

You forgot keen fashion sense.

Molly walks in from the dining room but stops dead, seeing Ada.

MOLLY

Oh my god, DAWN GET AWAY FROM HER!

Before Dawn can react, Ada grabs her tea out of the microwave, splashing Dawn with it. Dawn shrieks in pain and falls to the ground.

Anya, Andrew and Willow rush into the room, seeing what's going on.

MOLLY

(re: Ada)

That's her! That's her! That's her!

NOTE: The following happens very very fast.

Xander rushes Ada but she deftly punches him in the face and proceeds to knee him in the face as well.

At the sight of this, Andrew backs away completely frightened. He trips over himself and falls. He can only watch.

Willow starts to mumble something as Molly runs to attack Ada but Ada knocks her out with a few sharp blows.

Anya tries to get her with one of the bigger books but Ada kicks her in the stomach, catches the book and slams it into Anya's head.

Ada grabs Dawn and makes for the door.

WILLOW

(intensely angry, black eyes)

NO!

ANGLE: ANDREW

ANDREW

(quietly)

Oh god, Oh god, Oh god...

Willow's hands become engulfed in what looks like green fireballs. She shoots the fireballs from her hands like a gun, but it misses Ada. She shoots again, taking out a large chunk of the door frame. But it's too late. They're gone.

OFF WILLOW, as her eyes turn back to normal, breathing heavily, near tears.

CUT TO:

INT. SUMMERS HOME - FOYER - NIGHT (LATER)

Buffy comes barreling into the room, freaking beyond imagination.

BUFFY

Willow!

She turns and enters --

INT. SUMMERS HOME - LIVING ROOM - SAME TIME

-- to see the gang, battered and bruised. Anya has a bruise on her forehead, Xander a bloody lip, Molly a red mark on her cheek and an ice pack on her head. Willow sits on the sofa with a shell shocked Andrew and Giles stands near by.

BUFFY

Oh my god. What happened?

The Potentials and Spike file in as well.

ANYA

(bitterly to Spike)

Your friend came by.

BUFFY

What?

General "oh my god"s from the group.

ANYA

Yes. Xander was being a man whore

and almost got us all killed.

BUFFY

What did she--

WILLOW

Dawn.

The group silences.

WILLOW

She got Dawn.

This floors Buffy. She's getting overwhelmed. Trying as hard as she can to stay calm, she asks:

BUFFY

What happened?

XANDER

(overcome with guilt)

I brought her here.

Buffy looks at him fiercely.

BUFFY

What!

XANDER

(near tears)

I met her at the coffee shop... she --

(disgusted with himself)

I'm such an idiot.

(pause, almost to himself)

I convinced Dawn to invite her in.

Buffy's getting really really upset at this point.

BUFFY

You brought a vampire into this home--

XANDER

I didn't know! She was warm! She...

she felt warm.

SPIKE

After you feed, you stay warm for a while.

Everyone looks at him.

SPIKE

Gives you body heat for an hour or so.

Depending on how much you drink.

BUFFY

Xander, what was her name?

XANDER

(wasn't listening)

What?

BUFFY

Her name. What was it?

XANDER

(a beat, very quietly)

I don't know.

It's getting really hard for Buffy to contain her anger now.

BUFFY

What do you mean, you don't know?

XANDER

It didn't come up.

BUFFY

(nearly screaming)

It didn't come up!

(rising)

This is the stupidest thing you've

ever done, Xander.

XANDER

(also rising)

I'm sorry! I wasn't-- I didn't--

He is cut off by the weapons chest being flung open. Buffy rummages through it a second before finding a very threatening looking axe. She goes to leave but she is grabbed by Spike.

SPIKE

Don't.

BUFFY

(livid)

Don't tell me 'don't'!

She goes to walk away but Spike grabs her again. She pulls away roughly.

BUFFY

Stop.

SPIKE

Buffy, I need to tell you--

He grabs her again but she's still pushing him away. Finally fed up, she pushes him very hard, causing him to fall heavily on the other side of the room. Spike raises his head up and yells:

SPIKE

Buffy!

But it's too late. She's gone.

WILLOW

What do we do?

GILES

Well, we know that we are

dealing with a vampire. Now, we

need to find out how she came to be.

Spike, you said you fed off of her but

never--

SPIKE

Right.

Giles, in deep ponder, decides now would be the best time for a little glasses cleaning.

GILES

It just doesn't fit.

ANYA

Maybe it's The First. Like, it gave her

new life or something.

GILES

Maybe. I'm afraid we don't know enough

about her situation to come to any conclusion.

WILLOW

Should we contact the coven? Maybe we

could score some seer-y mojo action.

GILES

No, that would take much more time

than we have to spare. There's a woman

in town.

(then)

Xander, watch the girls. Willow, come

with me.

They start to leave. Andrew suddenly pipes up.

ANDREW

What do I do?

Giles turns back to him and says gravely:

GILES

Pray we're not too late.

INT. CRYPT - LOWER LEVEL - NIGHT

Dawn, now tied at the wrists behind her back, falls hardly onto the floor. We're still in Spike's crypt and it's still all burnt up.

DAWN

Please--

Ada kicks her fiercely in the side. Dawn screams in pain.

ADA

Pleading already?

DAWN

What do you want from me?

Ada kneels down to Dawn and grabs her by the hair, pulling her up harshly.

ADA

Blood.

DAWN

My sister... is so gonna kill you.

Ada smiles at her.

ADA

Sisters never come to the rescue.

Not now. Not ever.

On those last two words, Ada wretches Dawn's hair back. Dawn screams again.

ADA

You're a screamer.

DAWN

Were you?

Ada's not sure how to react to this.

SPIKE (V.O.)

Won't beg. Won't scream. I'll make you scream.

INT. ABANDONED BUILDING - ROOM - NIGHT - 1892

Spike grabs Ada and throws her against the wall. She doesn't pass out though. She seems to be gaining a tolerance to blows. She's bruised very badly all over her face, arms, chest, anywhere and everywhere. Cuts are also an issue. Some are fresh and some seem to have been there for weeks. The dress she's in is covered with blood, some brown and stiff and some a bright crimson.

Spike hits her hard.

SPIKE

Go on then. Call for help. Don't you value

your life at all?

Ada musters up all her strength and then spits blood into Spike's face.

SPIKE

Gyeh!

Ada falls to the ground. Spike recovers and grabs her by the back of the head and throws her to the middle of the room. He starts laughing wickedly.

SPIKE

Oh, yes. I'll make you scream.

He moves towards her as he does, he picks up a knife. He kneels over her.

SPIKE

I have the power, you see. No bloody slag

is going to take that away.

He stabs her in the arm, pinning her to the ground. She gasps but doesn't scream.

OFF SPIKE'S MANIACAL EYES

INT. SUMMERS HOME - LIVING ROOM - NIGHT

The Potentials (Rona, Vi, Kennedy, and Amanda) sit around Molly, looking at her injury.

VI

Did it... did it hurt really bad?

MOLLY

I'm not sure. I was unconscious most

of the time.

VI

Oh.

RONA

I just don't get it. Why did she go after

Dawn and not you?

AMANDA

Maybe she didn't know.

KENNEDY

No she knew. She saw us all in the

cemetery.

MOLLY

Maybe she's building up to it?

(sigh)

It doesn't make sense.

INT. CRYPT - UPPER LEVEL - NIGHT

Ada is sitting on the tomb while Spike/The First paces angrily.

SPIKE/THE FIRST

You were supposed to get a girl!

ADA

(quietly)

I got a girl.

SPIKE/THE FIRST

No! You got NOTHING.

I said to destroy them! Not take the useless

one and run out of there!

ADA

It will destroy them.

Spike/The First rolls his eyes.

SPIKE/THE FIRST

Not this again. Just because you were

too weak to save her--

ADA

(quietly)

Shut up.

SPIKE/THE FIRST

--and apparently far too weak to handle the

consequences--

ADA

(louder)

Shut up.

SPIKE/THE FIRST

(almost yelling)

--doesn't mean you should let that little

dead bitch interfere with the big picture.

ADA

SHUT UP!

SPIKE/THE FIRST

Wheel keeps turning, luv.

He disappears.

INT. CRYPT - LOWER LEVEL - NIGHT

Ada comes down the ladder. Dawn is still tied up, leaning against a wall. She looks at Ada, having totally heard the conversation.

DAWN

That was The First, wasn't it?

Ada doesn't answer. She just moves to a box and starts rummaging through it.

DAWN

Spike didn't just kill you, did he?

CLOSE ON Ada's face. She closes her eyes, trying to maintain composure.

INT. ABANDONED BUILDING - HALL - NIGHT - 1892

Ada sits in the corner alone, hugging her knees. She's quite possibly even more battered and bruised that before. She has a large gash on her cheek and we can see that her legs are intensely bruised too. She HEARS scuffling outside and looks up towards the door.

The door FLIES open. Spike has is hand around a girls wrist. He flings her into the room. The girl looks up, it's ADA'S SISTER.

ADA

Elizabeth...

Ada crawls as fast as she can to her sister. They embrace, crying. But then, Spike jerks Elizabeth away from Ada's clawing hands.

ADA

No-no-no-no-no-no-no...

Spike MORPHS into Vampface, smiling at Ada.

ADA

NO!

She moves to Spike, pleading for the very first time.

ADA

(crying)

No, please! Please don't do this! I'll do

anything you want just don't hurt her.

SPIKE

Now she cries.

Ada tries to launch herself at him but he pushes her away. Thoroughly satisfied, Spike sinks his teeth into Elizabeth's neck.

ADA

NOOO!

Spike lets go of Elizabeth. She sinks into his arms, limp but not dead. She looks at Ada with glossy eyes.

ELIZABETH

(barely a whisper)

Ada...?

Spike cuts his wrist with one of his fangs and FORCES Elizabeth to feed off of him. He drops her down to the ground. Ada moves to the body, sobbing. She looks up at Spike at he reaches the door. He turns around and smirks at her. He then drops a stake onto the floor.

The door SLAMS and we hear a LOCK CLICK.

INT. CRYPT - LOWER LEVEL - NIGHT

ADA

(quietly)

She was only fourteen.

Ada looks to Dawn, who is now quietly crying.

DAWN

I'm so sorry.

ADA

(sadly)

No one understands what I went

through. How horrible it feels.

DAWN

I-- my sister... died once.

Ada goes to her, pushes hair out of Dawn's face.

ADA

Then you understand.

Dawn nods. Ada's mouth twists into a horrible smile.

ADA

I wonder how Buffy'll take it.

Dawn is now very frightened.

DAWN

What?

Ada MORPHS into Vampface and BITES DAWN.

BLACK OUT

END OF ACT TWO

ACT THREE

INT. CRYPT - LOWER LEVEL - NIGHT

Right where we left off. Ada pulls away from Dawn and throws her back onto the ground. Dawn's confused as to why she isn't dead yet...

DAWN

What...?

ADA

You lay there.

DAWN

Why didn't you--

ADA

You might go into hypovolemic shock.

(smiles)

It'll make you extra angry that Buffy

didn't save you.

(random)

Isn't it ironic that your name's Dawn?

DAWN

What's yours?

Ada looks at her, deciding whether or not to answer.

INT. MRS. JENKINS' HOME - NIGHT

MRS. JENKINS (O.S.)

And you have no idea who she is?

WE PAN around the house. It's small and stuffy. There are knickknacks, lots of doilies (not afraid to emphasize the doilies), thousands of framed pictures either on the walls or on tables and mantles, newspapers and furniture stacked atop each other. There's no doubt that a little old lady lives here. There's also no doubt that this little old lady is a pack rat.

The camera finds Giles and Willow sitting at a small round table, having tea with a very tiny old woman who looks to be about ninety. As she pours Giles tea, her hand shakes with old age.

GILES

I was hoping you could help us

with that, Greta.

MRS. JENKINS

Oh, that's so sweet, dear but I don't

do things like that anymore.

WILLOW

Why not?

MRS. JENKINS

It's hard to devote so much time to

other people's problems. I have my

own, don't you know. What with

Social Security the way it is...

She makes a disapproving gesture.

GILES

Well, Greta, I'm fully prepared to

reward you for your services.

MRS. JENKINS

It isn't a personal check is it? Sometimes

I think those were raised from hell itself.

Giles smiles at her joke. He motions for Willow to give her the money. Willow pulls out a wad of cash and hands it to Mrs. Jenkins, who takes it quickly.

MRS. JENKINS

Alright then.

(to Willow)

You said you saw her, young lady?

WILLOW

(nods)

Yes, ma'am.

MRS. JENKINS

Okay, put your palms out and

get a good mental picture.

Willow does. Mrs. Jenkins puts her hands atop Willow's and closes her eyes. There's a moment of silence.

MRS. JENKINS

Oooh!

(frowns)

Angry young girl.

INT. CRYPT - LOWER LEVEL - NIGHT

Ada sits, cleaning her nails with a knife. Dawn lies motionless in the background.

MRS. JENKINS (V.O.)

She seems to be waiting for something.

Or someone.

EXT. STREET - NIGHT

Buffy walks down the street, all anger and mission. But she isn't finding anything from the looks of it.

MRS. JENKINS (V.O.)

She's being hunted like an animal. But

she too has a mission.

INT. RATTY APARTMENT - NIGHT – 2001 (FLASHBACK)

MRS. JENKINS (V.O.)

Vengeance.

Ada sits, smoking a cigarette and looking down at the floor. After a beat she gets up and walks towards the dresser.

ANGLE: Her feet as they step over a BLOOD SPATTERED HAND.

Ada reaches the dresser and puts out her cigarette. She looks up. We see that behind her ELIZABETH is standing. In the same clothes that she died in, looking at Ada.

Ada VAMPS and turns around but is startled that the intruder is her sister. She's startled so much that she MORPHS back to human face.

ELIZABETH

Ada...

Ada squints at her.

ADA

You're not alive.

ELIZABETH

Good job, Sherlock. Where'd you learn

those detective skills?

Ada just looks at her, unsure what to do.

ELIZABETH

(angrily)

Ada. I'm talking to you and you're

not responding.

ADA

Okay, I'll respond with, get the hell out

of my apartment.

ELIZABETH

I'm very angry with you. You didn't do

what you were supposed to.

ADA

Okay, what am I supposed to be doing?

ELIZABETH

Going after the thing that murdered me.

I love you, Ada. Please, help me.

Long beat and a climax to the score that was playing under the scene. Ada starts LAUGHING.

ADA

You want me to go out and...

(more laughing)

You're funny. I like funny.

Elizabeth puts her hand over her face, exasperated.

ELIZABETH

You're not going to make this easy, are you?

ADA

I've got places to burn down, people to

eat. So, I'm just gonna--

She is cut off by the six or so BRINGERS that come CRASHING into her apartment. Four of them grab her arms and legs, PINNING her against the wall. The other two start chanting as Elizabeth watches on.

ADA

What the fu--

ELIZABETH

You are still on this earth for a reason.

You must avenge me.

ADA

What--

ELIZABETH

(shrieks)

AVENGE ME.

The sound drops out as the Bringers continue their spell. Whatever they're doing, it looks like it really hurts. In the silence we hear:

MRS. JENKINS (V.O.)

That day she was born again.

INT. MRS. JENKINS' HOME - NIGHT

Mrs. Jenkins opens her eyes and draws her hands back. Willow is slightly sweaty and breathing heavy.

WILLOW

Wait, so what happened? Did they give her a soul?

MRS. JENKINS

(chuckles fondly, to Giles)

Oh, kids today.

(to Willow)

No, no. A thing of such evil could

never give something humanity.

What her sister gave her that night

was a need for vengeance. A pure,

unadulterated need to kill the man

that murdered her and anyone that

gets in the way.

Mrs. Jenkins stands and slightly shrugs.

MRS. JENKINS

Oh, well.

(picks up tea tray)

More tea, dears?

Suddenly, a blade comes out of Mrs. Jenkins's chest. She gasps in pain and drops the tea tray.

WILLOW

Mrs. Jenkins!

It was a BRINGER that stabbed her, by the way. The Bringer pushes the old woman off the blade. THREE MORE BRINGERS come crashing into the room.

WILLOW

Giles, what do we do?

GILES

I-- I--

WILLOW

How about run? I vote run.

And they do.

CUT TO:

EXT. SUMMERS HOME - BACKYARD - NIGHT

Buffy walks towards the back door. She suddenly flings her axe into the bushes and sits on the porch, crying.

We WRAP AROUND to reveal Spike standing behind her, watching her, his heart breaking.

SPIKE

Buffy...

She starts and looks up at him.

SPIKE

Did you...

BUFFY

(shakes her head)

No.

(beat)

No one's heard anything.

Spike sits down next to her. As he speaks, his voice trembles.

SPIKE

I'm so sorry.

Buffy looks at him.

SPIKE

Of all the people... why couldn't she

take Xander? I don't give half a rat's

ass about him.

Buffy laughs a little. Spike turns to her.

SPIKE

You know that you and Dawn are the

last two people I'd ever want to hurt, right?

I would never... I don't hurt the girl. Not

anymore.

BUFFY

(quietly)

I believe you.

SPIKE

I just never thought-- I hurt so many people,

Buffy. And I deserve to be hurt, sure,

but why Dawn? I deserve it. It's my

problem. Why does she have to pay?

He stops, starting to choke up slightly. He turns away, ashamed. Buffy watches him and sees the sincerity of his words. She takes his hand and holds it tight. He looks back at her. Buffy starts to cry a bit more.

SPIKE

(this is killing him)

Buffy...

She leans into her knees, crying. He rubs her back comfortingly.

SPIKE

We'll get her back...

INT. CRYPT - LOWER LEVEL - NIGHT

WIDE SHOT OF DAWN lying on the floor. We slowly ZOOM in.

SPIKE (V.O.)

We'll get her back.

CLOSE ON: DAWN'S FACE. It's perfectly still. She doesn't look none too alive.

SPIKE (V.O.)

I promise.

BLACK OUT.

END OF ACT THREE

ACT FOUR

INT. SUMMERS HOME - LIVING ROOM - NIGHT

Spike and Buffy walk in from the foyer to find Anya, Andrew and Xander talking to Willow and Giles.

WILLOW

Buffy!

She goes to Buffy and hugs her.

BUFFY

Hey, Will.

Buffy looks over seeing Xander standing, hands in pockets, wondering how she'll react. She moves to him and takes his hand and they fold into a hug.

XANDER

I'm really sorry.

Buffy nods as they break.

GILES

We have news.

BUFFY

Yeah?

GILES

It seems that this, this girl is no

ordinary vampire.

BUFFY

What do you mean?

WILLOW

She's not acting on her own will. The First did this

weird mojo thing and turned her into Anya.

ANYA

(defensive)

Hey!

WILLOW

Oh, you're vengeancey. Don't pretend like

you aren't.

BUFFY

Okay, so this means what? If she's acting

for The First, why did she go after Dawn?

GILES

We're not sure.

SPIKE

Because Dawn's your sister.

Everyone turns to him.

SPIKE

I did some bad things to the girl's sister. If

she's on a vengeance trip, she'd go for the

hurt, not the kill.

BUFFY

Possibly both.

Andrew raises his hand shyly.

BUFFY

Andrew?

ANDREW

I don't get it!

XANDER

Gee, you'd think I'd be more

surprised than I am at that.

ANDREW

I still don't get why she's a vampire. If she

didn't do the whole icky blood thing

then how?

WILLOW

We don't know.

BUFFY

Too bad we won't find out. Xander, round up

the girls. I want them in two groups. Willow

you take one, Xand, you're taking the other.

Giles, you go with Anya. And, Spike, you're

with me. This is strictly reconnaissance. No

fighting, no nothing. You find her, you call me.

ANDREW

What about me?

BUFFY

You stay here.

ANDREW

But I always stay here! I want to go

out and fight the evil!

BUFFY

No, you're staying here.

Everyone starts getting ready. Andrew crosses his arms like an angry child.

ANDREW

(grumbles)

You're just scared that I'll join them since I was

a supervillain and all.

XANDER

That's exactly why, Andrew.

ANDREW

(perks up)

Really?

XANDER

No.

Xander moves towards the kitchen (through the blue room or the foyer it doesn't matter). Buffy is standing with Spike.

BUFFY

You ready?

Spike nods. They head to the door.

BUFFY

Let's see if we can pick up a scent.

INT. CRYPT - LOWER LEVEL - NIGHT

Dawn's still lying motionless. After a beat, she GASPS and sits up. Ada turns to see that she's up.

ADA

Morning, sleeping beauty. I

made pancakes.

DAWN

(quietly)

I'm cold...

ADA

Yes, that'll happen when you

pass out on the ground.

(kneels by her)

I was a little worried. Thought you might die.

(smiles)

And that'd be no fun for me.

She lifts up a vicious looking knife into the shot.

DAWN

You're pathetic.

This stops Ada.

DAWN

Picking on little girls...

DAWN/ADA (V.O.)

...like that makes you powerful.

INT. ABANDONED BUILDING - ROOM - NIGHT - 1892

Ada, battered and bruised is lying on the floor, in a similar quiet rage that Dawn is in. She talks fiercely but quietly to Spike.

ADA

You are nothing. Who was she? Who was the

woman that made you so insane that you

needed to take me off of the street and bring

me here?

INT. ABANDONED BUILDING - ROOM - NIGHT - 1892

ADA (V.O.)

To take my baby sister.

Ada is leaning over Elizabeth's body, grieving. Suddenly, Elizabeth wakes up and flings Ada across the room (towards the stake). Ada sees it and picks it up. She holds it out and closes her eyes. Elizabeth launches her self at Ada. They go rolling. When they stop, Ada turns to see Elizabeth, stake protruding from her chest. She looks at Ada in shock and DUSTS.

INT. ABANDONED BUILDING - ROOM - NIGHT - 1892

ADA

You moan her name. Does she look like me?

Drusilla? Is that why you wanted me?

Because she doesn't want you?

SPIKE

SHUT UP.

He, so angry he's in VAMP FACE, grabs her and pushes her fiercely into the wall against the one window in the room, causing the glass to shatter. Ada knees him in the groin, causing him to break his hold on her. She grabs a large shard of glass and slams it into Spike side. He screams in pain.

She tries to run but he's on her, and very very angry. He digs his teeth into Ada's neck. He drains her until she's barely alive. She falls towards the ground--

EXT. ALLEY - NIGHT - 1892

--and hits. Spike crouches over her dying frame.

SPIKE

Not even fit to turn.

He kicks her sharply in the side and walks away, tossing the bloody shard of glass that she stabbed him with aside.

INT. CRYPT - LOWER LEVEL - NIGHT

Ada is frozen on the spot, knife still in hand. She stares at Dawn a moment.

Suddenly, Spike and Buffy come flying down the hole. This wakes Ada up enough to punch Dawn hard.

BUFFY

(crazy angry)

Don't touch my sister.

They go at it. It's barely even a fight. Buffy is so angry that it seems that her punches and kicks are even more concise than usual. She beats on Ada without mercy.

BUFFY

You took my sister.

Spin kick to the face.

BUFFY

You hurt her.

Three swift punches. Ada's bleeding heavily now. Ada falls, laughing. Buffy pauses.

ADA

You'll be too late. Look at her.

Buffy turns to Spike and Dawn, seeing that Dawn is very pale and has lost a lot of blood. She's got a foot in the grave.

BUFFY

Dawn!

She runs to her without looking back. She cradles Dawn's head.

BUFFY

It's okay. We're going to get you out of here.

SPIKE

Buffy.

(she looks up)

She's gone.

ANGLE: The crypt. Ada's gone.

BUFFY

It doesn't matter. We have to get Dawn

to a hospital.

SPIKE

(rising)

Matters to me, pet.

(to Dawn)

Everything's going to be okay, nibblet.

Dawn uses as much strength as she can to nod. Without a moment's pause, Spike is up and leaving.

Buffy helps Dawn up.

BUFFY

Come on, sweetie.

They walk some but Dawn makes them stop.

DAWN

(weakly)

I love you, Buffy.

And she's gone. Buffy holds her limp body, panicked.

BUFFY

Dawn!

INT. WAREHOUSE - NIGHT

ANGLE: The floor as a few drops of blood fall onto it and then Ada's knees.

She spits out the blood in her mouth. Her palms are flat on the floor and her arms are locked, trying to keep herself steady.

SPIKE (O.S.)

You did a very bad thing.

Ada smiles, not turning to face him.

ADA

Is that your way of saying "Welcome

to the club"?

Spike walks forward from the shadows. He looks at Ada.

SPIKE

This is it, you know.

ADA

I know.

She's no longer confident or arrogant, she's small and desperate.

ADA

(spits more blood)

But you've gotta play the field, right?

Keep the wheels turning.

Spike walks up to her, understanding her in a way no one ever will, and after a pause, kicks her arms from under her, causing her to fall onto her back.

SPIKE

You do.

He pulls out a stake and slams it into her heart.

WHITE OUT

EXT. CEMETERY - NIGHT - FLASHBACK

Ada runs to Spike and grabs him by the neck, landing a hard kiss. She pulls away, still holding his neck, and whispers in his ear.

ADA

You sealed my fate with a kiss and now

I seal yours...

CUT TO:

Many, many flashes of Spike and Ada

THEM IN THE ALLEY

HER FACE CRUSHED AGAINST THE GROUND

THE GLASS

HIS FACE

HER FACE

ELIZABETH

Then they get so fast that you can't even tell them apart. FLASH!FLASH!FLASH!FLASH!FLASH!

They become so overwhelming and so fast until finally

SMASH CUT TO:

EXT. ALLEY - NIGHT - 1892

Ada's eyes snap open, she's half dead and very pale. Her breathing's become shallow. With all the strength she has left in her dying hands, she reaches out and grabs the shard of glass that she stabbed Spike with. She begins to lick it and suck on it, cutting up her lips and mouth but continuing, trying to take all the blood off of it she can.

Finally, she runs out of strength and falls backwards. Dead.

FADE OUT

EXT. CEMETERY - NIGHT

Spike sits on a tomb smoking a cigarette alone. He's so lost in thought that he doesn't hear Dawn come up next to him.

He looks over and sees her. She has a cut lip, a bandage on her forehead and neck, her arm in a splint and a large bruise on her cheek. There's a long beat.

SPIKE

You alright?

DAWN

Yeah.

Spike moves over so she can sit on the tomb with him. Another beat.

DAWN

You know how you said you never

knew her name?

SPIKE

From the sound of it, no one did.

DAWN

Ada.

Spike looks at her and she looks back making eye contact.

DAWN

That was her name. Ada.

Spike looks at her a moment, really appreciating the gesture.

SPIKE

Thanks.

They both look off into the night, sitting in comfortable silence.

BLACK OUT

END OF EPISODE